Rainbooms and Royalty
by Rowanoak23
Summary: Alternate Universe: Instead of Twilight Sparkle, Princess Celestia made Rainbow Dash her personal student instead! Follow her through the events of the 1,000th Summer Sun Celebration. A reimagining of "Friendship is Magic"
1. Chapter 1

RAINBOOMS AND ROYALTY

VICTORY! Was there ever a sweeter word? Rainbow Dash might not have known all the big words that eggheads like to use, but she couldn't think of a single one that was better than that. Victory! She had won the race, defended Fluttershy's honor and performed the legendary Sonic Rainboom all at the same time! Rainbow Dash felt completely justified in announcing this her "Best day ever!"

She performed a victory lap around the camp, whooping and hollering all the while she blazed a bright rainbow trail behind her. This is so cool! She giddily thought to herself, high on adrenaline and success: a potent combination. Making the impossible, happen? No problem for Rainbow Dash! Future Wonderbolt and greatest flier ever! Ooh! She smiled. She could practically imagine the Wonderbolts writing her now, begging for her to join! So what if she was just a filly? She'd done what every pegasus had always thought was just a legend! That sounded good! Rainbow Dash: The Legend!

She let out a fillyish squeal, secure in the privacy that no pony would hear it. This was so perfect! Rainbow Dash was so caught up with her internal fantasies that it wasn't until she was halfway around the perimeter did she realize that she had company.

"A lovely day for a flight, isn't it?"

"Huh?" Rainbow Dash looked this way and that. Who could be following her here? She looked up and her mouth dropped open. She felt all the moisture in her mouth vanish as she looked upon the graceful, giant swan-like wings that with so little effort kept apace with her. More important was the giant—by pony standards—body attached to it, the glimmering gold adornments, her long elegant horn and her amazing mane that never stood still.

"P-princess Celestia?!" Rainbow Dash squeaked, blushing at her ill-timed voice break (she wished she'd grow out of those soon!) and the fact that she was addressing the ruler of all Equestria!

With an elegant barrel roll, the Princess was soon flying side by side with the small cyan filly. "Last time I checked." The alicorn winked as if sharing a secret with the young filly. "What is your name my dear?"

"I'm Rainbow Dash!" The filly beamed, tossing her short mane with confidence. "One day I'm going to be the greatest flier ever!"

"I don't doubt it." Celestia looked out at the still present, if fading, ring of rainbow-colored light. "Simply breathtaking. You have an amazing gift. I've never seen a pegasus with your raw abilities.

"Really?" Rainbow Dash felt her wings flap a little faster. "I am pretty cool huh?"

Celestia laughed at the little filly's confidence. To Rainbow Dash it sounded as pure and clear as rain water rattling off wind chimes. "Very cool." Celestia confirmed, moving close enough to gently tickling the filly's nose with her feathers and was rewarded with a giggle. "But no pony is so good or talented that she cannot learn more." Celestia went on. "I would like you to take that opportunity with me. As my own personal protégé."

Only one thought went through Rainbow Dash's mind. "Protewhat now?" She blinked.

Celestia smiled. "As my personal student. I would teach you more about your gifts and what you can truly do with them, as well develop as a well-rounded filly."

Rainbow tilted her head. "You want me to be fat? But then I wouldn't be able to fly as fast!" She blurted out earnestly.

It was all Celestia could do to prevent from laughing with merriment. She bit her lip and cleared her throat. "I mean I would teach you all sorts of things, as well as helping you train your body, I would also help train your mind and spirit."

Rainbow Dash looked confused. "What good will that do?" She asked curiously. "I want to be a great athlete, not an egghead. Uh, your highness." She belatedly added.

"You would be surprised what a little education can help you accomplish. With your talent and drive, I think you would be capable of anything."

Shaking with excitement, Rainbow Dash fought to keep her voice even. "D-do you think you could help me become good enough to join the Wonderbolts?" She spoke that name with a reverent awe that Rainbow hadn't even used in addressing Celestia herself. The thought made the sun princess chuckle.

"If you work hard and become all that I know you could be…the Wonderbolts would be the least of your options." She promised.

Rainbow Dash didn't even need to think twice. "Oh yeah, sign me up!" She whirled in mid-air doing a little happy victory dance, too excited to even remember that she had an audience.

"Oh, Rainbow Dash? One more thing!"

"More?!" She spun around looking at the Princess. Celestia pointed at the filly's flank. Rainbow turned her neck around until she saw what Celestia was pointing at. She'd gotten her Cutie Mark!

"AWESOME!" Rainbow Dash hoof pumped the air. "Oh wow! Maybe I'll even get to a have a Cutie Markvitzvah too! Sweet!" Rainbow Dash did a loop de loop in the air. She was going to invite everypony, even those three dorks who always annoyed her just so she could rub it in their faces who the best pegasus was! "This really is the BEST DAY EVER!

Princess Celestia smiled as Rainbow Dash flew loops and rolls in sheer joy. Perhaps this had been what she was waiting for. While the young filly didn't know it, in the moment in which she'd performed her miraculous Sonic Rainboom, a magical connection had been formed between her and several other ponies. Celestia herself could barely bring herself to hope that this had been what she'd been waiting for all this time...and what better omen could she ask for than a cacophony of colors lighting up the sky and the impossible being made possible?

"Soon sister…soon."


	2. Chapter 2

"Announcing Her Royal Majesty, Princess Celestia!" Among the trumpets and fanfare, Rainbow Dash rolled her eyes. Another night, another boring function. She cast a quick, envious look out the window. It was a beautiful night, perfect for flying. She could be practicing her Sonic Rainboom right now! Even after all these years, her inability to repeat her epic triumph still ate at her. Instead of working to correct that, she had to waste the night indoors at some fancy pants party for a bunch of rich snobs.

Princess Celestia gave her a gentle nudge with her wings and a quick look. Rainbow gave a silent sigh and a nod. She'd promised her mentor she'd be good tonight (neither one of them wanted a repeat of Prince Blueblood's birthday party). Without another word, Princess Celestia gracefully strode out and elegantly walked down the stairs to the lukewarm, tepid applause that the upper-class thought showed proper appreciation.

Rainbow Dash, still hidden behind the curtains at the top of the stairs, sarcastically mouthed the next words she knew she'd be hearing. "…and student!" Fighting the urge to bristle her feathers, Rainbow Dash walked out on her cue…and promptly flapped her wings once and performed a somersault jump that took her to the bottom of the stairs in one leap.

She was greeted with awkward murmurs and stairs from the party goers who quickly found someplace else to look rather than her. "Wouldn't know a good performance if it bucked them in the face." Dash muttered as she walked over to the horse-do-over table. Actually it was properly called the Hors d'oeuvre table but Rainbow Dash couldn't for the life of her figure out how you spelled it one way and spoke it a a way that didn't even come close to matching it.

Dash tried sampling the tiny morsels available and had to fight the urge to gag. How the hay did ponies convince themselves that they liked these? What was wrong with a hayburger and fries?

"Rainbow Dash!" She perked her head up at Princess Celestia's voice. "Could you come over here please?"

"Sure thing!" She called back; ignoring the disapproving stares and sniffs at her uncouth familiarity and impropriety, not to mention her lack of formal attire (or any attire for that matter). As Rainbow Dash nimbly worked her way through the crowd she couldn't help pick up on snippets of conversations.

"…well I never…

"The nerve!"

"Princess Celestia deserves better…"

"Frightfully uncouth!"

"…a young ruffian and hooligan!"

Dash arrived to find the Princess with a pair of unicorns, one with a blue mustache and a monocle that Rainbow found funny and kinda cool all at the same time and a white and pink beauty who looked like she hadn't eaten since last summer. "Ah, you're here! Rainbow Dash, I would like you to meet Fancy Pants and Fleur de lis."

Rainbow silently mouthed to the Princess, 'Fancy Pants?' Seriously? That was his name? He didn't even wear any pants!

"Charmed to make your acquaintance my dear!" Fancy smiled gallantly, bowing to her.

"Uh yeah, ditto." Rainbow fought the impulse to facehoof. No matter how hard she tried she could never make herself sound classy at these lame events. Celestia brought her hoof up to her face, trying to quickly obscure a grin. Fancy Pants chuckled.

"I must say you do make for a breath of fresh air!" He winked. "I dare say you do add some much needed color to these proceedings." With a gentle gesture he raised Rainbow Dash's hoof to his muzzle and gently kissed it. "So glad you could make it."

Her cheeks lit up with a bright blush. "Thanks." Her voice broke into an embarrassed squeak. She cleared her throat. "So, um, nice party?"

"My thanks, but I think we both know that it is not the liveliest party." Fancy Pants gave a droll chuckle. "I'm sure you've been to much more festive soirées, haven't you?"

"…You could say that." Rainbow Dash tried and failed to suppress a sigh. "I mean, it's great that you invited me." She added quickly, feeling Celestia's stare on the back of her head but couldn't help adding. "It's no day at the Wonderbolts Derby though."

"Rainbow Dash…" Celestia's rebuke was gentle and mixed with no small amount of bemusement, but was a rebuke nonetheless.

The contrite pegasus lowered her head. "Sorry…"

"Not at all, I quite agree." Fancy Pants chuckled again. "Your Majesty, you certainly have a fine student. It's always refreshing to hear a young pony speak her mind. In fact," He looked down at Rainbow Dash. "I happen to have a personal box for the Wonderbolts Derby and I think a standing invitation to join me would make the experience much more memorable. Wouldn't you agree?" He smiled as Rainbow Dash's eyes grew.

"Ohmygosh Ohmygosh Ohmygosh…That's so awesome!" She quickly looked to Princess Celestia. "I can go right? Please say yes!"

Celestia smiled. "I don't see why not—provided you keep up with your studies." She gave Dash a look as the cyan mare idly rubbed the back of her head.

"A heh heh heh, sure right. My studies. No problem! Thanks again Fancy Pants! That's really cool of you!"

"Nicest thing anypony has said about me all night." The older stallion chortled. "I think there are some other ponies your age here. Why don't you go talk to them while us old ponies ruminate on things were much better when we were young." He winked, prompting a small laugh.

"Sure thing! Thanks again!" Rainbow Dash was practically dancing on the tips of her hooves. Maybe this party wouldn't be so lame after all!

Lamest. Party. Ever. Rainbow moped as she rested her head on her foreleg. She hadn't been able to get within five feet of the younger ponies Fancy Pants had mentioned before all the talk of dresses and fashion had made the young pegasus feel like she was about to lose her lunch. So she just sort of wandered around until dinner was served.

Dash looked down at the spread in front of her and couldn't help wondering why do they had a hundred seemingly identical spoons and forks when all the serving sizes were small enough to finish with one swallow?

A small bowl of soup was placed in front of her. She reached for a spoon. A small giggle greeted her. Rainbow Dash looked up, trying to see where it came from. All she saw was the other side of the table, filled with ponies who didn't seem to pay her any mind. Shrugging it off, she reached for another spoon. Again, there was a giggle and chorus of titters.

Snapping her head up, Rainbow managed to catch a shadow of a smile on the face of a smug looking pink unicorn mare about her own age who was sitting just opposite her. Rainbow Dash glared as she started reaching for yet another a spoon. Just as the pink unicorn and her friends started to titter, Dash—foregoing any silverware—grabbed the soup bowl with her hooves and drank the entire thing in one gulp. She grinned toothily at the scandalized faces of the snobby young ponies who immediately began whispering with one another.

When some of the older ponies sitting nearby frowned disapprovingly at her, Rainbow Dash looked each one of them in the face, one by one, until they all broke away. The rest of dinner passed in relative silence as ponies watched the young pegasus devour her salad with the wrong fork, biting their lips at the crude display.

Defiantly, Rainbow Dash held her head up high. Whenever she felt the eyes of some disapproving snob on her, she just stared them down. No pony present could meet her gaze.

After dinner, Rainbow Dash went out onto the balcony, enjoying the silence and the cool night air. It was a welcome break from all the stuffiness of the evening. She rested her head against the balcony railing and let the wind blow through her mane. It felt wonderful.

When she heard whispered murmurings coming from the other side of the curtain, she couldn't help wandering over to listen in.

"I simply couldn't believe it…" It was the pink unicorn snob from the table. "Why would Princess Celestia pick HER for a student? She doesn't even know a salad fork from a relish fork!" She raised a delicate hoof to her face.

"She's not even from Canterlot!" Another unicorn filly dressed in finery protested. "My great grandfather personally received land from Princess Celestia two hundred years ago! Why would she pick some common country pegasus ruffian?"

"MY family's been part of the nobility for five hundred years!" Another replied. "It's nothing less than a scandal that the Princess should have such a common student!"

"And just look at her mane! I bet she dyes her hair just so she can look more like the Princess!" The pink unicorn snorted, prompting a titter of giggles. "The truth is that she isn't the least bit special." Rainbow Dash clenched her teeth.

"Well, it's not like she has anything else to play up." One of her cronies said. "I mean, she even came to a formal dress party without any clothes, can you believe it?"

"Must be some sort of charity case, Tiffany…" Said the other lackey to the pink one.

"I've seen her flying through the streets being chased by the guards like a common criminal, which she probably is!" Tiffany snorted. "She thinks she's sooo amazing because she can flap her little wings and make pretty rainbows! Puh-lease! I've seen ladybugs fly better than her! You're right, she must be somepony's idea of a charity case."

That was it. Rainbow Dash threw back the curtain, revealing herself to the clique of snobby ponies. "That's funny." She snarled, taking a moment to delight in their momentary look of shocked surprise. "I didn't think any of you even knew the meaning of 'charity.' "

Tiffany, the ringleader was the first to recover. "Well! Don't you know that eavesdropping isn't lady-like? Oh wait, I suppose you wouldn't know what lady-like behavior is, would you?" Her voice fairly dripped with insincerity.

"This from the mare too cowardly to talk about me to my face?" Rainbow Dash shot back, snorting and stomping as though about to charge.

"Hmph! Fine! Then I'll say it to your face! And I'll use small words so you understand: You're a disgrace and an embarrassment to the Princess and she's just too nice to tell you so. You're crude, uncouth, and common." She spat the last word as if it was the ultimate insult.

Rainbow Dash snickered. "If by which you mean not uncool, boring, and a complete snore-fest, I'll take that as a compliment. Seriously, do you ever do anything besides gossip and preen?"

"Well!" Tiffany sniffed. "We can't all spend our time *roughhousing* with the royal guard," her friends tittered at the innuendo, "and crashing into Celestia's School for Gifted Unicorns."

"That was ONE time…and I did NOT crash…I simply miscalculated my landing a bit. And hay, at least I do something. What have you ever accomplished?"

Tiffany held her head up, trying to look down at Rainbow Dash—which she couldn't quite pull off. "MY family's served the Crown for centuries, where as your parents…"

"Don't. Talk. About. My Parents." Rainbow Dash snorted, her rose-colored eyes glinting with an angry reddish tone. Tiffany smiled as she realized she found a sensitive spot.

"What's wrong? Ashamed of how common and dirt-poor they were?" She said with cruel malice as her friends giggled. "I bet they sold you to the castle staff as a chambermaid for a few bits and the Princess Celestia thought she'd be kind to say you were her student. Is that it? I bet that's it. Isn't that right, Rainbow Cra—" That was the last thing Tiffany said with a mouthful of teeth.

To say the least, it was one of the more memorable parties in recent Canterlot history. Rainbow Dash found herself sitting outside while servants set about gathering Tiffany's teeth and handing out party favors to the leaving guests (and hopefully not getting the two mixed up). She was having a fine sulk when she heard the gentle clops of hoof steps on the stairs. "What do you want?" Rainbow Dash groused, not bothering to turn around.

Princess Celestia wore stern visage as she shook her head. She had gotten the story from Tiffany and her companions (and a more accurate version from one of Fancy Pants' staff who had overheard it all). "Rainbow Dash…I understand that what she said to you was hurtful and cruel, but violence is not an acceptable answer."

"Pff. Says who?" Dash pouted as she turned around.

"I do." Celestia reminded her firmly. "I am your teacher and your Princess. You came as my guest and your behavior reflects upon me."

"Well it's not like I ever wanted to go! You forced me to!" Dash protested.

Celestia gave her a glance that cut off her protest. "I was hoping that you would take this opportunity to make some friends…apparently I was wrong." She sighed.

"I'd say you were!" Rainbow Dash snorted. "Me be friends with those snobby, stuck-up gossipy brats? No way!"

Celestia cleared her throat. "Be respectful."

"You first!" Rainbow Dash fired back, her temper flowering. "You didn't even ask me what I wanted! I'm sick of getting shuffled around to these boring parties as your student. 'Princess Celestia's student,' 'Princess Celestia and her student.' They don't even know my name!" She stood up, angrily beating her wings. "I'm sick of being judged by a bunch of snobs and frou-frou ponies, I'm sick of wasting my time on them when I could be training for the Wonderbolts, and I'm sick of YOU!"

"RAINBOW DASH!" Princess Celestia flared her wings out widely. "You will be still!" Her voice rang with authority and Rainbow Dash felt her knees weaken. "I did not make you my student to hear you whine and complain like a foal!" It was testament to both Rainbow Dash's attitude and how dearly Princess Celestia held her in her heart that Dash could invoke such anger in one who had a thousand years to learn to deal with all sorts of situations without losing her temper.

As suddenly as Celestia's anger had come, just as quickly did it pass—like a cloud in front of the sun. She knelt down, laying her wing on Rainbow Dash's back as the rainbow-maned filly tried-and failed—to fight the sobs that started to wrack her whole body. "I—I—I'm always stuck in YOUR shadow!" She hiccupped, tears spilling down her muzzle. "And always being compared to you…a-and I can't win! I hate losing!" Rainbow Dash shut her eyes. "How am I supposed to win against a Princess?" She murmured. "S'not fair…it's just not fair!"

"Rainbow Dash…" Celestia started, but apparently Rainbow Dash had had enough.

"I gotta go!" Rainbow Dash backed away.

"Rainbow Dash, wait!" But the pegasus had turned and fled, leaving behind a rainbow trail and a suddenly lonely princess before Celestia could say a word. Rainbow Dash's pained words struck a chord in Celestia, for they sounded much like one another pony near and dear to her heart and said to her once, a millennium ago. The Princess looked up, sadly. She closed her eyes and solemnly vowed to herself. "…not again. Never again."


	3. Chapter 3

The morning sun found Rainbow Dash in the middle of the Palace labyrinth. It wasn't the first time she'd snuck out to spend the night by herself and probably wouldn't be the last. She shivered as she stirred, wishing she had the presence of mind to grab a cloud to sleep on last night. Stretching, she flew off into the morning air. Time for a little morning exercise.

Within moments she encountered a patrol of royal pegasus guards—no doubt with orders to keep an eye out for her. "Hey you guys!" She waved. "What's up?"

"Rainbow Dash!" The leader of the patrol said in his best Royal Guard I-am-serious-and-you-will-obey voice. "You are ordered to return to Canterlot Castle immediately!"

She pretended to think about it. "Sure!" Rainbow Dash smiled. "No problem! But you know the rules…You have to catch me first!"

"Get back here!" The familiar cry was music to her ears. The pegasus flew between the towers of Canterlot castle as the squad of guards chased after her in pursuit.

Rainbow Dash turned her had back and grinned cheekily. "Sorry guys, you gotta earn it!" She performed a barrel roll and ended doing a slow backstroke in the sky, taunting the guards. Dash let them get so close that the tip of her tail tickled their snouts…only to then put on a sudden burst of speed that left them all blinded by her rainbow trail.

By the time they finished blinking and rubbing their eyes, Rainbow Dash was nowhere to be seen. Looking up from the castle courtyard, the captain of the royal guard shook his head. "Every time…" Then he closed his eyes and started counting. "Three…two…one…"

Tap tap! He felt a hoof gently rapping on his helmet. Right on time, he thought in bemusement. Even before he finished turning around he sighed and said, "Hello Rainbow Dash."

"Hey Shiny!" She gave a cheeky wave and a grin. "What's up, besides me, of course?"

"Rainbow Dash…" Shining Armor gave a rueful groan, unable to completely hide his knowing smile. "What is this, the third time this week? Give the poor pegasus guards a break! They have better things to do than to chase you around Canterlot."

"Eh, not much of a chase. Chase implies that they had a chance of catching me. Which they didn't!" She buffed her hoof on her chest.

Shining Armor chuckled. They'd had this little game going for years. "Yes, yes, I know. You're awesome." He rolled his eyes.

"Darn right!" Rainbow Dash flexed. "So what's going on?"

"Just doing my job and checking up on my favorite flier." He put his hoof on her shoulder, gently easing her to the ground. "So what's going on with you?"

Rainbow Dash colored a bit as Shining Armor touched her. "N-nothing! Nothing's going on!" She gave her widest, most confident looking smile that utterly failed to convince anypony.

Shining resisted the urge to laugh. He'd known Rainbow Dash practically since he'd joined the Royal Guard, not long after she'd been brought to Canterlot. He quickly became aware of Princess Celestia's mischievous student by the series of pranks she liked to play on the royal guard, such as putting itching powder in his armor on his first day when he was guarding Princess Celestia. That was the longest guard shift, EVER.

The Royal Guard was alternatively aggravated and amused by the prankster pegasus and unofficially adopted her as the guard's mascot. In fact, her pranks became part of the initiation for new members. Shining Armor supposed that the guard command figured that if the guards could put up with Rainbow Dash's practical jokes, they could put up with anything. That and guards who weren't paying their utmost attention had a higher risk of ending up the butt of one of her pranks. Shining Armor learned that the hard way.

It wasn't long however before he quickly became her favorite target: hiding his armor, stealing his alarm clock, putting hot sauce in his breakfast, the works. It annoyed him to no end, practically driving him to distraction. It was only with time that he realized that the little pegasus filly had developed a crush on him. It was…sweet, if more than a bit annoying at times. Especially when it resulted with him showing up to escort nobles and guests of the Princess with his armor painted bright pink or had childish limericks scrawled on the side.

Shining Armor never let on that he was aware of her childhood crush and instead decided to treat her like his little sister—that is, if his little sister was a mischievous, cocky speed demon with a penchant for getting herself into trouble and needed him to bail her out whenever she got in over her head.

Still, from time to time Rainbow Dash's crush on him could come in handy. Shining Armor knew just how to put her off guard and fluster her. Aside from being cute to make the normally brash and unreserved pegasus blush, it was a useful interrogation technique.

"Are you sure?" Shining Armor let a smile tug at the corner of his mouth. "As much as you like leading the guards on a merry chase around the city, you usually don't do it more than twice a week. So tell me, what's up?"

Rainbow Dash looked down, scuffing at the pavement. She really didn't want to talk about last night. "I guess I'm just feeling kinda…bored."

"Bored?" Shining Armor raised a skeptical eyebrow. Rainbow Dash nodded in confirmation. "Dashie…" The pegasus flushed at the childish nickname. "You seriously mean to tell me that you're bored in the royal city? Everything any pony could think of can be found here. Just what is it that you're looking for?"

"I…don't even know." She looked away.

"Do you know just how lucky you are?" Shining Armor questioned. "You're Princess Celestia's own personal student, her protégé! My little sister Twiley would give her right hoof for that sort of opportunity!"

Rainbow Dash rolled her eyes. "Oh yeah, your famous sister. The one you're always talking about but I never actually see. I'm starting to wonder if she even exists."

Shining Armor grunted. He'd tried to lure his sister out of her room and the library to make friends with Dash. Celestia knew they both needed some. And if the brash and reckless Rainbow Dash and the nerdish, reclusive Twilight Sparkle could balance each other out, so much the better.

But Twilight had drawn into a shell following her near-disastrous entrance exam at Celestia's School for Gifted Unicorns and refused to come out of it. Shaking that thought aside, Shining Armor pushed on. "Anyway, what do you mean when you say you're bored?"

"Just what it sounds like!" Rainbow Dash stomped her hoof. "Princess Celestia is great and all but Canterlot is so BORING! With these snobby nobles and all their rules about which fork to use and their boring music and their even more boring conversations! Ugh and don't get me started on the fancy parties and the frou-frou outfits they make me wear! I don't even know why the princess makes me go to them!" She made a gagging motion. "I've had my fill of it! I want to race! I want to fly fast! I feel trapped!" She looked up at him, almost begging him to understand. "What's the point in having wings if you never get to stretch them?"

"…this is about the Sonic Rainboom, isn't it?" Shining asked softly. Rainbow Dash lowered her head and looked away. He sighed. "I'm sorry. I know how hard you've been trying to do it again. But these things take time…"

"Time?!" Rainbow Dash's head snapped up, tears of anger and frustration building in her eyes. "It's been AGES! I haven't been able to even come close to pulling of a Sonic Rainboom since the first time! Princess Celestia said she'd teach me-help me 'master my gifts' but nothing's happened! I bet I could've done it by know if she didn't keep wasting my time and bringing me to all those boring dinners and reading all that boring stuff…" She deflated and added with a low mumble. "…and maybe everypony would see whatever it is Princess Celestia sees in me."

He had to resist the urge to reach over and hug the younger filly. But she didn't need him to feel sorry for her; it wouldn't change anything. Princess Celestia had told him that in the moment in which Rainbow Dash had performed the Sonic Rainboom, a magical connection had been formed; binding Rainbow Dash's fate to those of several other ponies scattered about Equestria. She had decided to bring Rainbow Dash to Canterlot to keep an eye on her and to study this magical connection and who the ponies she was bound to were. If Celestia ever discovered anything, she had not confided it with her captain.

Instead, Shining Armor snorted. "Oh that's just nonsense talk!" He tossed his head, indicating the place where she had just lost her pursuers. "You're the most naturally talented flier I've ever seen! Your speed and agility is incredible and it's only gotten better."

"Still not good enough for the Wonderbolts. Still can't perform the Sonic Rainboom again." She crossed her legs across her chest in a pout. "Last time I went back to Cloudsdale none of the other pegasi believed that I could have ever performed a Sonic Rainboom. They just called it an old mare's tale and said that I didn't have the skill to pull it off."

The older unicorn gently draped a hoof over her back. "That's why you're Princess Celestia's student and they're not. You're a dreamer Dash, and you dream big. Just like the old pegasus saying. Aim for the heavens…"

"Even if you miss you'll land among the stars." Rainbow Dash finished. "I know." She looked up as if trying to see those stars, despite the sun being out. "They just seem so far away…and I'm not getting any closer."

A quirked eyebrow was Shining Armor's response. "Hm. I never took you for a quitter Rainbow Dash."

She flinched as if stung, whirling on him. "I'm no quitter!"

"Well all this moping about and complaining. It seems kinda…" Shining gave a small cherubic grin calculated to drive anypony nuts. The sight of Rainbow Dash's rose colored eyes narrowing told him that it was working.

"Don't. You. Dare." She ground out.

"…Lame." Shining Armor smirked then quickly moved to the side as Rainbow Dash came within an inch of tackling him to the ground.

"I'll show you lame!" She snarled, turning around. "I'm gonna kick your flank so hard they'll have to change your name to Dented Armor!"

Shining Armor chuckled. "You'll have to catch me first!" With a burst of light and a low 'pop!' he vanished in a magical teleport. Rainbow Dash fumed and took off, searching all over the palace for the captain of the royal guard.

From her balcony, Princess Celestia watched the whole scene with a small smile gracing her royal visage. Celestia closed her eyes as she let herself drift back to that fateful day. She'd left Canterlot to follow a bright rainbow, only to find an even brighter one at the end.

She sighed to herself. When she had asked Rainbow Dash to be her personal student she told the young filly that she would have to work hard. What the princess had discovered was that she had to work just as hard. Rainbow Dash was a project, make no mistake. It was like being a sculptor: having to chip and smooth and polish the statue that lay hidden beneath the rock. It required a lot of effort on both their parts.

And to her credit, Rainbow Dash had worked hard. But much to her discomfort, Celestia didn't simply teach her how to strengthen her body and fly; she had taught her history, science, literature, mathematics and other pursuits that Rainbow Dash considered to be the province of 'eggheads.' Celestia had tried to teach her some of the proper manners to make her stay in Canterlot easier, but those had never caught on. Even the princess and mover of the sun knew a lost cause when she saw it. Instead, she redoubled her efforts to train Rainbow Dash in mind and body and spirit. While often complaining to anypony willing to listen how 'lame' they were, Rainbow Dash put up with them all for the chance of becoming a better athlete and flier.

But Rainbow Dash could never keep her muzzle out of trouble. It wasn't long before she became bored with her studies, frustrated with her lack of progress and ultimately, restless. And a restless Rainbow Dash was a dangerous thing indeed.

It wasn't long before she started getting into trouble in Canterlot. Zooming through the streets at low altitudes, leading the guards on merry chases through the skies of the city, playing her practical jokes on the guards, the servants, the palace staff…even the Princess herself once or twice!

As rambunctious as she was, Princess Celestia only had to put her hoof down once or twice for Rainbow Dash to learn where the line was. Even the most foolhardy would think twice before risking Celestia's anger. From then on Rainbow Dash would always skirt the line, seeing just how far she could push the limits, but never crossing it.

However, Celestia did not want to crush Rainbow Dash's free spirit. Privately, she hadn't had this much fun in Canterlot since her sister…well, that was another story. Still, the corridors of the palace had never been so loud with the sounds of laughter and the skies of the city have never been brighter.

She wondered sometimes if making Dash her personal student had been fair to her. Rainbow Dash had never managed to form strong connections with any of the other young ponies in Canterlot, who tended to be mostly unicorns, the children of merchants, traders or nobleponies. There was little common ground between them and the brash, adventurous pegasus (literally). Rainbow Dash's pride and her impatience tended to grate on many of her peers just as much as their snoopiness and persnickety nature grated on her. Last night's blow up, as regrettable as it was, was perhaps…inevitable. Celestia sighed. But perhaps she was just being selfish. She'd seen Rainbow Dash grow increasingly frustrated and restless in Canterlot. It was simply too small to contain her, and she wasn't talking about size.

Rainbow Dash bolted to the last place she saw a flash of purple, atop one of the spires of Canterlot Castle. "Gotcha!" She crowed as she bared down on Shining Armor. At the last second he teleported out, leaving Dash with a face full of tower. "Ow."

Rubbing her snout ruefully, she cast around to catch a glimpse of her quarry. As she did, the sprawling valley below the mountains that held Canterlot aloft seemed to open up beneath her. She could practically see forever! All the other towns and villages of Equestria looked so close that Rainbow Dash felt like she only needed to stretch out her hoof and grab them!

That was when a burst of inspiration struck her. Why not go check them out? Her eyes lit up. It was a great idea! After last night she'd *definitely* had enough of the Canterlot scene for a while…and she had to admit, she wanted to put a little distance between herself and Celestia until they could cool down. They've fought before and Rainbow knew the worst thing the do would be to try to talk the Princess before they were both ready. Besides, the Princess would be swamped with preparing for the Summer Sun Celebration in a few days she probably wouldn't even miss her. Then when everything was done and they'd both had some time to themselves, Rainbow Dash would go and apologize. Plus it would be a great prank to imagine Shining Armor teleporting all over town before realizing that she wasn't chasing him anymore. Classic!

With a determined grin she threw herself off the tower, letting gravity pull her low until she was right at treetop level. Then she pulled up with a spectacular twirl and set herself against the crystal blue sky; letting herself go wherever the wind may take her.


	4. Chapter 4

Rainbow Dash flapped her wings as rode the warm morning air. Canterlot was still visible, but just a shape on the mountainside. Looking below she saw farmland and homes set out in a sprawl. She waved idly at the ponies below her, but none of them looked up. It wasn't long before her stomach politely reminded her that she hadn't had breakfast—or anything since last night's disastrous dinner party—and if she didn't so something about it her stomach would quickly become roommates with her backbone.

Unable to argue with a grumbling stomach, Rainbow Dash looked around for someplace where she could grab a bite. Seeing as she was flying over an enormous apple orchard she decided not to look a gift pony in the mouth and settled down in one of the trees. She found herself surrounded by the richest, fullest and most delicious looking apples she'd ever seen. Licking her lips greedily, she yanked an apple off the branch and tossed it up in the air, catching it and taking a bite in one smooth motion. "Hrrrrrm!"

Getting comfortable, she settled back in the branches and helped herself to a few more. When she was full she patted her stomach contentedly and belched. "Heh, no need to excuse myself for that here!" She smirked, feeling free from the confines and rules of Canterlot.

Rainbow Dash soon found herself drifting off into a bit of a nap. It wasn't long before it was rudely interrupted by the tree shaking. "W-whoa!" She grabbed for the branches a split second too late as she tumbled out of the tree and towards a yellow-orange earth pony beneath her. "Look out belooow!" She cried.

The earth pony looked up and Rainbow Dash got to see her green eyes grow big as she fell. "Aw nuts." The pony managed to get out before Rainbow Dash flattened her.

"Oooooh." Rainbow Dash groaned. The pony beneath her grumbled something. "Huh? What?"

"Gerroff!" The orange pony grunted as she bucked Dash off her. "Landsakes!" She groaned as she climbed to her hooves, cracking her back. "How's a skinny little thing like you weigh so much?"

"Hey! For your information this is muscle and everypony knows that muscle weighs more than fat!" Dash protested as she also got up, flapping her wings to straighten them out. "Who are you anyway?"

"Ah'm Applejack and y'all 're sleeping in MAH apple trees!" She stomped her hoof. "This is Sweet Apple Acres, not a motel! Now, y'mind telling me who you are? Never seen you 'round these here parts before."

"The name's Rainbow Dash!" The pegasus grinned as she put her hooves behind her head as she 'sat' in midair. "I guess you could say that I'm just passing through."

"Passin' through huh?" Applejack frowned as she looked at the apple cores that littered the ground beneath the tree. "An' helping yerself to a bunch of mah apples while you're at it, huh?"

Rainbow Dash gave a nonchalant shrug. "Hay, yeah…they were great!"

"Thank yew kindly." Applejack deadpanned. "Ah'd sooner you paid for yer apples with bits than compliments."

"Hm? Oh, right I—erm." Dash sheepishly patted herself down. "I, uh, kinda left without any bits."

Applejack snorted. "That right? You left your home without any money?"

"It was a bit sudden." Rainbow allowed, not wanting to say more. Distressingly, Applejack seemed to see right through her. Her face softened a touch.

"Sugarcube, are you runnin' away from something?"

Dash shook her head. "No, I'm not! I'm just…I just needed a break. That's all." She took a half step back. "Sorry about your apples, I swear I'll pay you back…I'll just go." She leaped into the air and started to fly only to feel a sudden tug on her tail as she was yanked backwards.

"Woah there nelly!" Applejack said around a mouthful of tail. "Not s'fast! Ptah!" She spat out the multicolored tail. "Listen hun, ah don't rightly know what your story is, but if you need to rest a spell, well we got plenty of room here at Sweet Apple Acres."

"…I thought you said you weren't a motel?" Rainbow grinned.

Applejack rolled her eyes. "Yeah, well, don't go expecting room service, but me and mah kin always have a door open to anypony who needs it. In fact, we're about to have a passel of relatives over for the family reunion. Ifn you'd care to stick around, you can pay us back for the apples by helping us set up. Afterwards, we'll have plenty of tasty vittles! Apple pies, apple fritters, caramel apples, apple brioche, apple brown betty and heaps of good old Apple Family Cider, saved special for the occasion!"

Dash shrugged. "Cider huh? Sounds neat. Never had any."

"Oh, you don't know what you've been missing!" Applejack grinned. Rainbow Dash found herself grinning too. There was just something about her…perhaps it was her lack of airs, her country manners or just her down-to-earth attitude, but Dash found herself liking Applejack. She wasn't like the mares in Canterlot. She was…honest. With herself, with who she was and that placed her way ahead in Rainbow Dash's book from all the pretentiousness and fakers she had to put up with.

"Deal!" Dash spat on her hoof and was surprised to see that Applejack did the same without any hesitation. The two ponies bumped their hooves together. "Sounds like it'll be a blast AJ!"

"Heh, it sure will RD." Applejack winked. "An iff'n you want to talk about whatever it is you're, 'taking a break' from, I'm all ears."

"…Thanks." Rainbow Dash stretched her wings, trying to extricate herself from having some lame, 'soft' moment. "So, you look pretty fit."

Applejack gave a snort. "Gee, thanks."

"You up for having some fun?" The cyan pegasus grinned in a way that made the country mare uneasy.

She gave a hesitant step back. "Uh, what kinda 'fun' are you talking about?" AJ asked with a twinge of worry.

"Competition!" Rainbow Dash beat her wings. "Races, hoof wrestles, name your speed and I'll beat it!"

AJ's eyes widened as her mouthed formed an 'o' shape. "Ooh. Sure!" She wiped her forehead with her leg. "That's a relief."

"…What did you think I meant?" Rainbow tilted her head.

"Nothing." Applejack said quickly, her nose scrunched up as her eyes darted this way and that, looking at everything but Rainbow Dash.

"Applejaaack…" She tapped her hoof impatiently even as she made a mental note to play poker with her sometime. The earth pony was the worst liar ever.

"Ah didn't mean nothing by it! Except for, well, you kinda made it sound like…" AJ trailed off.

Rainbow looked like she was starting to get the picture. "…You didn't think that I-?" A look of enlightenment lit up her face. "You did! Didn't you?"

Applejack gave a weak, sheepish smile. "Well, what with your mane and all…"

"Arg!" Rainbow Dash facehooved. "It's my natural color!"

"Sorry!" Applejack cleared her throat. "A-anyway, as much as I'd like to have a throw down with you sugarcube, I cain't. I've got chores to do. After all, these apples won't buck themselves! Maybe later?"

"Sure, I guess." Rainbow Dash rolled her eyes.

Seeing her annoyed look, Applejack put a hoof on her withers. "Ah'm sorry Rainbow, I really am. Look, I'll be a while. Why don't you head into town for a bit and I'll catch up with you?"

"Hmm, there anyplace where I can grab a snack or something?" She asked, her annoyance already gone.

Applejack scratched her muzzle with her hoof. "Well, there's always Sugarcube Corner. Big ol' sweet place, looks like you could literally eat the walls. But—"

"Sounds good! Catch you later Applejack!" Rainbow Dash called as she took to the air. "Better step back 'cause I'm gonna show you why I'm the most awesome pony ever!" Flapping her wings quickly, Rainbow Dash zoomed through the tries, slaloming quickly through the tightly packed trees and then burst up; through the canopies and up into the sky, flying so fast she left a rainbow trail as she went into town.

Applejack whistled. "Woohee, girl sure is fast!" She made a face. "A mite too fast, I reckon. Never got to warn her…ah well, she'll figure it out soon enough." She chuckled.


	5. Chapter 5

Rainbow Dash flew into town, doing a few loops and rolls to mark her appearance before landing in the center of the town. She was aware of the stares she was getting from some of the townsponies who wondered who this flashy, brightly-colored, good-looking, new pegasus was (at least, that was Dash's take on it). Acting as if she didn't notice the attention, Dash trotted along, giving her mane a toss for her admirers and continued on her way.

She was about halfway to the oddly tasty looking building that must have been Sugarcube Corner before she found herself being called. "Ooh! Darling wait!" Looking around, she saw a pretty white unicorn with a well styled purple mane eagerly approaching her. "Such a marvelous entrance! And you're hair—I love your coloring!"

"Heh, thanks." Rainbow Dash smirked. "The name IS Rainbow Dash, after all."

"And I am Rarity, an equally suiting name, don't you think?" She elegantly worked a hoof along her coiled mane as she batted her long eyelashes.

"Uh…sure?" Rarity seemed not to notice Dash's lackluster response.

"Such a wonderful coiffure, a shame you have it cut so short." Rarity inspected it with a jaundiced eye which made Rainbow Dash feel like she was back in Canterlot being examined by some snooty rich pony like a bug under a microscope. "Ooh but the colors are all natural! The things I could do with your mane! I simply *must* take you back to my boutique, the dresses I could make for you!"

"What?!" Rainbow Dash yelped. "You can't be serious?"

Rarity tapped an elegant hoof against her lip. "Hmm, you're right of course." Dash breathed a sigh of relief. That was eas— "We'll need to go to the spa first so we can beautify you from head to hoof!" Rarity clopped her hooves together happily.

Horseapples.

"Look, getting all frou-frou really isn't my thing." Rainbow Dash said slowly. "So I'll just be going now—"

Rarity pouted with a practiced elegance of a master. "But daaarling! You're just so beautiful! It would be a crime against fashion to let a pony with as magnificent a mane and coat of yours just slip away! Pleeeeeease? For moi?"

"I *just* met you!" Dash exclaimed.

"That doesn't mean that we can't be friends, you and I! Tell me something about yourself."

"Rarity, I—"

"Very well, I shall go first! I am Rarity, owner and proprietor of the Carousel Boutique where everything is chic, unique and magnifique! I make dresses and outfits and am an expert in all things fabulous! Now you go!" Dash relented.

"Okay, okay…well, I just came from Canterlot…"

Rarity let out an earsplitting gasp. "CANTERLOT?! Oh my goodness!" She gasped. "You are so fortunate, I've always dreamed of living there!"

She was surprised when she was greeted with an incredulous snort. "You *want* to live in a city where everypony picks at each other? Where they titter and look down at you for every little thing? Be my guest."

By the look on her face, Rainbow Dash thought that she had just kicked Rarity's cat. "Now darling, it surely can't be—" The fussy unicorn started.

"It is." Dash deadpanned.

"I-I mean there are the restaurants and theatres and the stores…" Rarity started.

"They'll gouge you for every last bit, and then some." Rainbow sighed.

"…and the glamorous high society—"

"The only thing 'high' about them is how they all have their noses so far in the air it's a wonder they don't drown when it rains." Rainbow Dash's feathers twitched. "Trust me, it's not all it's cracked up to be."

Rarity bit her lip as she wracked her mind trying to salvage the situation and her dreams. "W-well I'm sure it won't be so bad once you return to Canterlot in triumph, looking like a new mare! Yes, that's it! I'll give you a fabulous makeover to turn you into the talk of the town!" She squeed. "And then you can tell everypony that it was I, Rarity, who made you into a divine diva!" She danced on her hooves. "Yes, it'll all be perfect!"

Rainbow Dash flared her wings in warning. "Keep your fashion torture devices away from me!"

"Honestly…" Rarity said. "You can't tell me that you'd let your natural grace and beauty go to waste by looking like some, some…ruffian!"

Rainbow Dash snorted. "Wouldn't be the first time." She grumbled, realizing that Rarity seemed to be of the same sort as the fillies in Canterlot. "Look, I appreciate your offer…"

"No you don't." Rarity pouted.

Rainbow paused. "…Okay, you're right." She conceded. But still! I don't do frou-frou stuff!"

"Ugh, you sound just like Applejack!" Rarity said in disgust. "Another beautiful mane, gone to waste!"

"You know Applejack?" Rainbow Dash was incredulous. Rarity harrumphed.

"Rather. If anything she's even more obstinate than you are." She groused. "Tell me, why is it so wrong to put a little effort into your looks?" The unicorn managed to make her blue eyes look so large and soft that Rainbow Dash actually found herself feeling bad for shooting her down…for a moment, anyway. She looked for an escape vector. Running away wasn't something she did often, but in this case…

She was saved from further entreaties by a high squeaky voice. "Rarity!" Running up to them was a small white unicorn filly, so young she didn't have a cutie mark yet.

"Sweetie Beeeelle!" Rarity looked down at her sister. "What did I tell you about interrupting me when I'm speaking to somepony?"

"Sorry!" Sweetie Belle looked up at Rainbow Dash with wide-eyed awe. "Wow! You're pretty! I really like your mane!"

Rainbow Dash smiled. "Heh, thanks!" She looked at Rarity. "Let me guess, your sister?"

Rarity chuckled. "Indeed." Kneeling down she rubbed muzzles with her sister. Rainbow Dash revised her opinion of her slightly upwards. Most Canterlot fillies tried to ignore if not outright snub their little siblings. They certainly wouldn't display such sentimentality to them in public. "This is Sweetie Belle. Sweetie Belle, this is Rainbow Dash. She's new here."

"Hi!" Sweetie Belle waved energetically. "Scootaloo's gonna want to meet you!"

Rainbow Dash tilted her head. "Who's—" A low buzzing, getting louder, answered her question.

The three ponies turned around just in time to see a rising cloud of dust rapidly approaching. From out of the dust came an orange blur on a scooter that soon coalesced into a little orange pegasus filly with a dark purple mane. Turning hard, the scooter skidded to a stop, turning up dust and dirt. "Whoa!" She looked up at the older pegasus. "W-who are you?"

"The name's Rainbow Dash." She beat the dust away with a flap of her wings. "Lemme guess, you're Scootaloo?"

"Yeah!" She turned her head to look at Rainbow Dash's flank. "Whoa, that's an awesome cutie mark!"

Dash turned her hip to better show it off. "It is, isn't it?" She smirked. Rarity cleared her throat.

"Ahem, yes, well as lovely as your flank is I'm afraid I must be going." She shook some dust from her coat. "I have to tidy up and work on some outfits while I keep an eye on these two while they have a play date. But don't think you're off the hook yet!" She looked at Rainbow Dash, her gaze so steely it could cut stone. Rainbow felt her insides shiver. But Rarity just put a big, friendly smile back on her face and addressed the two younger ponies. "Come along dearies!" She started to walk off.

Sweetie Belle waved as if Rainbow Dash was a passenger on a departing ship. "Goodbye Rainbow Dash! Nice meeting you!"

"Yeah!" Scootaloo climbed back on her scooter. "Um, if you're gonna be around later do you think that I…well, could watch you fly? I-I saw the rainbow coming into town and it was so awesome that-"

Rainbow laughed. "It's cool squirt." She tousled Scootaloo's mane. "Now go on. I'll catch up with you later, I promise."

She was answered with a grin so wide it threatened to cleave Scootaloo's face in two. "Oh wow, awesome! Y-you're the best! I just, wow you rule!" She buzzed her wings as she sped away, her head still trained on Rainbow Dash. "You are too coooooool!" She yelled as her scooter zipped up a ramp and carried her over a carrot stand and out of sight.

Rainbow Dash shook her head. "That filly is gonna go places…the hospital first, most likely, but places!" Still, the fillies' interruption had saved her from a potential make-over, so she owed them one. Without further interruption she walked inside Sugarcube Corner.

As she looked at the displayed baked goods she noticed the pinkest earth pony with the floofiest mane she'd ever seen standing behind the counter. She blinked only to find the pink pony suddenly right in front of her muzzle. Rainbow couldn't help letting out a startled yelp as she fell backwards onto her rump.

"Welcome to Sugarcube Corner, the sugariest, tastiest and most cuberific corner in all of Equestria!" Confetti and balloons seem to burst out of nowhere as she raised her forelegs in the air in celebration. "I'm Pinkie Pie! Ooooh! You're new!" She squealed. "Yaaay! What's your name?"

"Uh, Rainbow Dash." She took a half step back before getting up. "So, you work here?"

"Work, live, bake, play, sing, sleep, aaaand party!" Pinkie announced, bouncing in place. "So do you like it here? Huh, do ya? Huh huh?" She leaned further and further forward until she seemed to be defying gravity.

"Oh it's really nice! It's a really nice bakery! And this village sure has a lot of…ponies?" Rainbow Dash said, trying to get some space for herself. Pinkie Pie failed to take a hint as she took a step forward.

"Well duh! Silly, where do you think you are?" Pinkie giggled.

Rainbow Dash shrugged her wings. "I don't know…Coltonville?"

"That all earth pony town?" Pinkie Pie made a face. "Boooring!"

She couldn't well argue with that. "Yeah, I guess so."

"Yupperooni dooni! That's why I'm glad I live in Ponyville!" Pinkie beamed.

Dash looked incredulous. "Ponyville? The town is called Ponyville? Surely you're joking about the name?"

"I'm not joking, silly! I like to joke and I do it a lot but I'm not right now! And my name's not Shirley, its Pinkie Pie!" Rainbow Dash facehooved again. She'd been doing that a lot lately. She hoped there wasn't a divot forming in her head from all that. Pinkie hopped up and down some more. "So welcome to Ponyville Dashie!"

"Dashie?" The pegasus looked at her flatly. "Seriously?"

"It's been a while since we had somepony new come to Ponyville!" The pink pony-shaped ball of energy went on. "I guess someponies just can't handle all the fun and superness of Ponyville!"

"You sure they're not just avoiding it because of the name?" Rainbow Dash interjected with a mutter.

"…so now that you're here I'm sure you and I will become the super bestest of best friends and we'll have lots of fun together here in Ponyville!"

"Please don't say that name again." Rainbow Dash rolled her eyes. "It's so unoriginal it's actually annoying." She sighed. "So you want to be friends, huh?"

"Yes yes yes!" Pinkie Pie hopped higher and higher with each yes. "I think you're so cool Dashie with your bright colors and your whoosh, zoom, eeereow! You're really funny and I'm sure that you'll make lots of friends here in the Town-Whose-Name-is-Nevermore-to-be-Said."

"….Well, how can I argue with that?" Rainbow Dash sighed, hoping somepony would actually have an answer for her. She rubbed her head with her hoof. "I'm actually just gonna be here for a couple of days."

Pinkie Pie deflated. Literally. Rainbow rubbed her eyes to check to see if she was seeing things. Pinkie pouted. "Awww….then that means I better throw you a party soon!"

Rainbow Dash chuckled, not taking her seriously. "Well, I'll be staying with Applejack so maybe I'll catch you later."

"Okay!" Pinkie thought hard. "But I'll have to remember to throw myself!"

"…You are a random little pony aren't you?" Rainbow Dash asked, smiling in spite of herself. "Heh. All right, we'll party sometime. But if I do, will you promise to start making sense?"

"When do I ever *not* make sense?" Pinkie asked. There was a pregnant pause that was about to go into labor when the bell chimed, indicating that somepony had just walked in. "Ooh hi there!" Pinkie waved from in front of Dash. "How's our favorite weather pony today? Are you here for your muffins?"

"Yup!" Rainbow's ears perked up. The voice…she turned around and tried to look over Pinkie, but the poofy mane blocked her vision. She gave herself a little flap just enough to lift her off the ground and gaze over Pinkie's head.

Her gaze was met by a pair of bright golden eyes who, one wag observed, seemed to be undergoing a trial separation where neither cared to acknowledge the existence of the other. Still, each one was alight with warmth and kindness, matched only by the happy go-lucky smile that graced her face. Attached to said face was a gray pegasus with a blond mane.

You could have knocked Rainbow Dash from the sky with a feather. "Ditzy? Ditzy Doo?"

The gray pegasus' mismatched eyes whirled around until they focused on the sky blue pegasus and her rainbow mane in sheer shock. "Rainbow Dash?" Her girlish voice squeaked. "It is you!" Ditzy launched herself at Rainbow, tackling her out of the sky and sending them both crashing to the floor.

"Ooof! Ditzy!" Rainbow grunted but couldn't help laughing. "I haven't seen you since you were a counselor in training at flight camp!" She gave the wall-eyed mare a hug from the ground. "How've you been?"

"Oh, well I—"

"Mama? Who's that?" They both turned as one to a see a unicorn filly standing in the doorway: a blue-gray unicorn with a blonde mane. Rainbow Dash looked from Ditzy to the filly and back again.

"'Mama?'" She asked. "Ditzy is that…"

The gray pegasus clambered to her hooves. "Muffin!" She called joyously as she scooped up the filly with her forelegs and hugged her close. "Rainbow Dash, this is my daughter, Dinky Doo!"

Dinky looked up. "Hi!" The little filly waved a hoof at Dash.

"Heh, nice to meet you." She shook Dinky's tiny hoof gently. "Ditzy's your mom?"

"A huh! Whoa!" Her eyes lit up as she looked at Rainbow Dash's mane. "Oh wow! You're must be the pony from the pictures!"

"Pictures?" Rainbow Dash gave Ditzy a questioning look.

"I kept some photo albums from Summer Flight Camp." Ditzy explained. "Dinky likes to look at them sometimes. She remembered your mane; it's really nice."

Rainbow Dash idly blew a strand of her namesake mane from the side of her face. "I've been getting that a lot today." She commented ruefully as she gave Dinky a gentle noogie. "Cute squirt."

Dinky ducked her head away shyly. Even the usually brash Rainbow Dash couldn't help letting a soft 'aww' at the adorableness.

Ditzy beamed, her eyes aglow with pride. "She's my sweet muffin." They nuzzled. Wiggling about her mother's grip, Dinky turned back to Rainbow Dash. "You're the pony who did the Bonic Rainsoom!"

"Sonic Rainboom." Ditzy corrected gently.

"You…remember that?" Rainbow felt her heart torn by a mixture of relief and nervousness.

Ditzy looked at her sidewise. Literally. "Of course I do! It was the most wondrous thing ever! Well," She added with a little smile. "The second most wondrous, anyway." She put her hoof on her daughter's head, as if there were any question about what she considered the most 'wondrous' thing ever.

"Think you could do it again?" Dinky asked innocently. "It looked amazing!"

Rainbow Dash suppressed the urge to gulp. "Aheh, are you kidding? Of course I can do it again! I can do Sonic Rainbooms in my sleep! Just, er, not right now." She blustered.

Ditzy stepped in. "Dinky, why don't you go and pay Miss Pinkie for our muffins, and get an extra one for Rainbow Dash too?" She gave Dinky a small bag of bits from out of her saddle bag. Nodding, Dinky grabbed the bag in her mouth and trotted away. Then Ditzy Doo turned back to Dash and looked at her. Despite only being a couple of years older than Dash, Ditzy had the practiced eyes of a parent and past experience with Dash to boot. "Sonic Rainbooms in your sleep, huh?"

Rainbow Dash actually flinched and scuffed her hooves, Ditzy's piercing eyes bringing the normally brash pegasus back to when Dash a little filly and Ditzy would catch her sneaking out her cabin or raiding the pantry for cookies. "Well…maybe not in my sleep." She yielded.

"Rainbow Miriam Dash…" Ditzy Doo said warningly, drawing out her full name.

Giving up, Rainbow threw her hooves in the air. "Alright alright! I can't do the Sonic Rainboom again, okay? I've never been able to do it again! I've tried a thousand times and still can't do it." She looked away. "Happy?"

"Hey," The gray mare draped a wing over Dash's back. "It's okay. I know you're a great flier. You'll be able to do it again someday."

She snorted gently in skepticism, but then sighed. "Thanks Ditz. It just…gets to me sometimes."

"Anytime." Ditzy smiled. "I always knew you were cut for bigger and better things."

Rainbow Dash gave a wane smile of her own. "Really?"

Ditzy nodded. "Sure! I guess you could say, I just had an *eye* for greatness." She allowed her left eye to drift off, prompting a surprised giggle from Rainbow Dash. "So, what brings you to Ponyville?"

Dash shrugged. "I just wanted to get away for a bit. Stretch my wings, you know." Her account was truthful, if vague. She wasn't sure if Ditzy would buy it, but she really wasn't in the mood to go into it further.

"I do." Ditzy nodded, apparently letting Rainbow Dash have her space. "Even as a filly you could never stay still: you always had someplace else to be…unless you were napping somewhere." She added with a giggle. Aside from an elegant eye roll, Dash chose not to respond. "Do you have a place to stay?"

"Yeah, I'm staying with Applejack."

"That's nice! I go to her farm a lot, weather jobs and all."

"Heh, yeah, Pinkie said something about you being a weather pony?"

Ditzy nodded. "And a mail mare! I have two jobs!"

"Two?" Rainbow Dash looked incredulous. She couldn't really imagine holding down one. It sounded too boring. Ditzy gave a small shrug.

"Yeah…well, things are kinda tight right now what with it just being Dinky and me." She said awkwardly.

Rainbow opened her mouth only to shut it again when the implication sunk in. "…Oh."

The uncomfortable moment was broken by Dinky running back to them with a paper bag in her mouth. "Ah goff th muwffnz!" She said around the bag. Setting it down Dinky looked up. "Can Rainbow Dash come back to our house and play?"

"Dinky, I think Rainbow Dash probably has plans…" Ditzy started.

"Nah, it's cool." Rainbow Dash smiled. "I really didn't have anything planned out. Besides, it'd be neat to hang out with my old counselor and my number one fan." Dinky laughed and hopped around the two pegasi in glee.

"Yippee!"


	6. Chapter 6

"Awww…you stung my bumblebee!" Dinky said as she moved her piece. "You win."

Rainbow Dash reached over and patted her shoulder. "Don't feel bad squirt, I always win this game. Hay, I'm just glad to have the opportunity to play it. There aren't that many ponies who like to play this in Canterlot." Except for Princess Celestia. Her conscious needled her before she could smack it down. Shaking her head, she tried to put it out of her mind. "Good game Dinks. Now what?"

The afternoon had gone by in a whirlwind. After snacking on muffins Rainbow Dash and Ditzy Doo shared some reminisces of Flight Camp and retelling funny stories while Dinky drew pictures and then proudly showed them off. Dinky showed Rainbow Dash her room and all her toys and stuffed animals (Dash could literally feel her teeth rotting from the sweetness of it all). Then they settled down to playing board games and Rainbow and Ditzy had even gone a few rounds of wing wrestling. Rainbow Dash had a better time with Ditzy and her daughter than she ever did with the fancy snobs in Canterlot.

"Hmmm…." Dinky stroked her chin the way she'd seen grown ups do. "How about if you and momma have a race?"

Dinky had said the million bit word. Rainbow Dash's eyes came to life at the promise of a race. "Hey, yeah! A race would be awesome! It'd be great to get in some real wing time before I go back to Applejack's. That is, if you're up to it Ditzy."

Ditzy smiled. "Alright then. We'll fly out of town, just past the edge of the forest. There's something I wanted to show you anyway." She plunked Dinky on her back.

Rainbow shrugged. "Sure."

"Great! Follow me if you can!" Ditzy called as she flew out the front door, Dinky clinging tightly to her back.

"If I can?! Oh you are asking for it!" Rainbow Dash shouted as she zoomed out after her. She caught up with Ditzy Doo and Dinky without even trying. She gave them a loose salute that made them giggle.

"Faster momma! Faster!" Dinky shouted. Ditzy couldn't well refuse.

"Muffins away!" She called as she flapped harder. Rainbow Dash easily matched her pace. Below them Ponyville sped by, the houses growing further and further apart. Soon they were over a lonely winding dirt road that lay just outside a dark green forest. Curious, Rainbow Dash allowed herself to drift over it.

When Ditzy noticed this she flailed her forelegs wildly. "No! Not over there! Don't go there!"

"What's wrong? It's just some woods!"

"No, that's the Everfree Forest!" Ditzy's eyes rolled as she tried to watch the Forest, Rainbow Dash, and Dinky at the same time. "It's super scary!"

"Pff. Some trees are scary?" Dash snorted. "C'mon, this is sounding like a lame ghost story."

Dinky shook her head. "Nu-uh! Everypony knows the Everfree Forest is really dangerous! All the weather happens on its own and the plants and animals take care of themselves and its full of monsters and dragons and…and—" She hugged her mother's neck tighter, shivering slightly.

"Shh, it's okay muffin." Ditzy soothed. She looked at Rainbow Dash and put her hooves together, her bright eyes shining. "Can you pleeeease not go over there? Pretty pretty please?"

"Hmph, fine." She crossed her legs over her chest. "You cheat with the doe eyes, even back in camp you used to pull that!"

Ditzy beamed. "Heheyup! Now follow me, we're almost there!" Ditzy sped off, as Rainbow Dash followed. Out away Ponyville was a single small cottage, surrounded by flowers and bird houses.

Rainbow Dash looked around as she gently nudged one of them with her hoof. "What is this place? Why did you bring me here?"

"Yoooou'll see!" Ditzy grinned as she happily trotted to the house, Dinky laughing all the way. She knocked on the door and then stepped back. Rainbow Dash settled down next to her and peered at the door as it swung open. Slowly, a bright pink mane covering a cream yellow face hesitantly poked its way out.

"H-hello?" A soft, shy voice called gently. "I-is anypony there? If there isn't, sorry for bothering you…"

At the sound of her voice, Rainbow Dash felt her jaw drop open. "No way!" She zoomed forward until she stood in the doorway to get a better look. "Fluttershy? Oh my gosh!" She hugged the cream colored pegasus tightly, pulling her outside. "So this is where you've been hiding girl!"

"R-rainbow Dash?" Fluttershy squeaked as she felt the air being forced out of her lungs. "W-what are you doing here?"

"I figured you two might want to catch up." Ditzy smiled knowingly. "Shy, Rainbow Dash is going to be in town for a few days."

"Oh my goodness, that's so wonderful!" Fluttershy smiled. "Yay." She softly mewed, then blushed. "Oh I'm so sorry, I didn't mean to shout I'm just so excited…I haven't seen you since Flight Camp and I wrote you letters but you haven't written back in such a long time…I mean, you didn't have to if you didn't want to, but—"

"Heh, it's cool Flutters." Rainbow Dash rubbed the back of her neck sheepishly. "Sorry about that. Letter writing isn't really my thing. But it's really cool to see you again."

Fluttershy nodded. "What are you doing all the way from Canterlot? Is the Pr—hmph!" She suddenly found Rainbow Dash's hoof had taken up residence in her mouth.

Rainbow Dash leaned in. "Shh! Don't talk about that stuff! I don't want anypony to know about that, okay?" Fluttershy nodded. "Okay." She pulled her hoof away.

"I'm sorry." Fluttershy squeaked. "Um, would you all like to come in for tea? If you're not too busy, that is." Dash groaned at the idea of more low-intensity social activity but she *hadn't* seen Fluttershy in a long time.

"Okay, sure. You coming Ditzy?"

"Nah, I just wanted to be here to see the look on your face." Ditzy Doo smirked. "But it's been a full day and muffin's get tired." As if in confirmation, Dinky let out a yawn. "We'll just leave you two alone to catch up. See you later Dash!"

"Bye!" Dinky waved sleepily as the two left.

Fluttershy waved too. "Such nice ponies." She smiled. "Do you want to come in now?"

"Sure. Thanks." Rainbow Dash looked around as she trotted in. The place was swarming with animals. "I'm guessing you run some sort of animal hotel?"

"Oh no, not really. I just take care of them." Fluttershy closed the door. "It's so nice to see you again. How have you been? If you don't mind my asking that is." She added quietly.

Rainbow Dash rolled her eyes. "I guess you haven't changed much." She leapt back onto the couch. "Same old Fluttershy."

"Oh, I'm sorry was I supposed to?" The yellow pegasus sounded worried.

"Pff, nah. I'm just messing with you Flutters." Dash got comfortable. "So…Ponyville huh?"

Fluttershy nodded, her eye lighting up a bit. "It's a very nice place…and so many wonderful animals." Her wings fluttered in delight.

Dash shrugged. "If you say so."

"But what are you doing here? Aren't you supposed to be in Canterlot with the Princess? Why didn't you want me saying anything in front of Ditzy? If I can ask that is."

Rainbow Dash sighed. "I'm kinda taking a bit of time for myself."

"It's so nice that Princess Celestia is giving you a vacation so you could come visit!"

"Um…." The blue pegasus coughed. "Yeah…thing is, I didn't exactly ask..."

Fluttershy covered her mouth for fear that she might scream. "Oh my goodness!" She breathed softly. "You left without her permission?"

"Hey! I don't need her permission for every little thing, I'm not a foal you know." Dash snapped, crossing her hooves over her chest. "I'm just taking some time for myself…she probably doesn't even know I'm gone."

Fluttershy made her way over to the couch and sat next to Rainbow Dash. "Did you two have a fight?" Rainbow turned away, answering without saying a word. "I'm sorry. It must've been just awful for you."

"It's fine." Dash grumbled. "I mean, who cares if she drags me to meet a bunch of rich snots instead of teaching me how to do the Sonic Rainboom. That instead of becoming a Wonderbolt I get to read a bunch of boring books by boring old dead ponies who use big words nopony ever uses."

"I think it's nice that Princess Celestia wants you to try different things." Fluttershy piped up. "It shows that she really cares about you."

Rainbow Dash snorted. The next thing she heard was the clip-clop of Fluttershy's hooves as she walked upstairs only to come down a minute later. She felt more than heard Fluttershy sit back on the couch. "I think you should look at this."

When Dash turned on her side so that she was facing Fluttershy, she saw that the yellow pegasus was holding out a book towards her. "What is it?"

"These are all the letters you sent me from Canterlot." Fluttershy said softly. "I'm, um, just going to go get that tea." Then she left Rainbow Dash alone. Rainbow watched her go without a word then looked back at Fluttershy's book as if it might suddenly get up and bite her.

She turned away…but either out of boredom or curiosity, she found herself turning back and opening the book in her lap. She opened the embroidered cover (snorting a little at the quintessential Fluttershy touch) to find a crudely written letter staring up at her. It was dated right after the end of Summer Flight Camp, a few weeks after her Sonic Rainboom.

_Dear Fluttershy,_

_Hey Flutter-butters! I'm writing from Canterlot, isn't that so awesome? Flight Camp was cool but I'm not gonna miss sleeping in a cloud cabin with all those other fillies talking about colts and manes and junk. Ugh. You were the only one who didn't make me want to pull my feathers out. But now I have my own room and everything. Need to get rid of the bed though. It's all pink and girly, plus it isn't even made of clouds! Lame. But the Princess is really awesome. Turns out she likes pranks too! And she's really fast even though she's so big-don't tell her I said that! I bet I'll be Rainbooming by the end of the week!_

_Look to the skies for the newest and coolest future Wonderbolt,_

_Rainbow Dash_

Rainbow Dash smiled, flipping through the book, stopping on another letter from a few weeks later.

_Today was so cool! Princess Celestia took me to see the Wonderbolts from her own box. You should've seen it! I swear Spitfire winked at us as she went past! Then we went to get a hayburger-I was *so* sick of the fancy castle food!- and she stole my fries! She did! She TOTALLY did! Princess Celestia raided my hay fries! Turns out she isn't some stuffy lady but a really cool pony. And she did buy another order of fries so it's okay._

Then a couple of months later she found this one:

_Hey Fluttershy. Sorry I haven't written you in a bit. I've got some time now because I'm sorta laid up. I was out flying and might've overshot the turn a little bit. Dumb doctors insisted that I have to wear a cast over my wings and stuff. Urg. Soo booored! Then Princess Celestia flew in the window, really fast! I thought she'd be angry that I skipped lessons and tried to imit—imi—copy, something I'd seen the Royal Guards do and I guess she was, a little, but mostly she just looked worried. She even climbed into my hospital bed to stay with me. It was cramped but it felt…nice. Tell anypony about this and I'll totally kick your flank! Just kidding, but seriously, DON'T._

Rainbow Dash set the book down and let herself drift off a bit. She lay in that blissful state between being awake and being asleep. Memories came to her like dreams as she sat back to enjoy the show.

_Another evening, watching the stars. Rather, Celestia was watching the moon and the stars while Rainbow Dash was watching the Wonderbolts do a fly by and comment that she wanted to do wing-ups with the guards to help get her wings stronger. Princess Celestia just turned to her and softly said, "As high as your wings carry you, it is your heart that can truly help you soar." Dash remembered asking Celestia what she meant only to have her smile and change the subject._

Then there was another one, from maybe a month after she arrived in Canterlot. She had one of unavoidable encounters with the ground and ended up clutching her leg in pain. Faster than she had ever seen her move, Princess Celestia was there by her side.

"_Are you okay?" She knelt down._

"_Y-yeah." Dash held her bruised leg with her hooves. "Just fine."_

"_Then why are you crying?" Celestia asked gently._

"_I-I'm not crying." She sniffled, protesting. "Only little foals cry."_

_Celestia gave a wane smile at Rainbow Dash's bravado. "Can I tell you a secret?" After seeing Rainbow nod, she looked this way and that and lowered her voice. "I cry every night."_

_Rainbow Dash was stunned. "You? But you're the princess! What do you have to cry about?"_

_Celestia reached out a wing and held the little filly close to her side. "I cry when my subjects are unhappy and I'm unable to help them. I cry when sad things happen...but mostly, I cry when I'm lonely. It's very lonely being the Princess."_

_Rainbow Dash reached out and hugged Celestia's leg, cuddling up even closer as Celestia's wing held her tight. "You don't have to be lonely. You have me, don't you?" She looked up with her rose-colored eyes big and pleading._

_Celestia smiled, her eyes shimmering with barely unshed tears. "I'd like that." She gently kissed Rainbow Dash's bruised leg. "I'd like that a lot." Rainbow Dash sniffled again and rubbed her eyes to clear them of moisture that had nothing to do with pain._

Next came one from just a few months ago. She had been on a pranking spree that had nailed just about every servitor, staff, and guard in the palace, not to mention the Princess! She was drawing up some more pranks when she heard a familiar regal voice from behind her.

"_Rainbow Miriam Daaash." She jumped up, startled and spun around. _

"_Oh, heh, hiya Princess C!" She rubbed the back of her head. "What's up?"_

_Celestia narrowed her eyes, but couldn't hide the twinkle of mirth within them. "You wouldn't happen to know anything about that whoopee cushion on my throne this morning, would you?"_

"_Who? Me?" Rainbow Dash flashed her brightest, most innocent smile and utterly failed to convince anyway: she had about as much guile as a rampaging dragon. "Oh, look at that! I think dinner's ready, I'll just be going—"_

"_Not so fast!" Celestia's horn shimmered, holding Rainbow Dash in place. She wrapped her with her forelegs and held the squirming cyan pony close as she started using her wings to tickle Dash's belly._

"_Ha, oh c'mon! Stop!" Rainbow Dash flapped her wings trying to get away. "Quit it!" Princess Celestia took a deep breath and blew a raspberry on Dash's tummy, making her squeal with laughter. Celestia softly nommed and nipped at Rainbow's belly and continued blowing raspberries without mercy. "Ahahaa no! Haahaha stahhap!" Dash squealed in between laughter. After a few moments, Celestia deigned to show mercy, leaving Dash panting on her bed. "So, hah…gonna get you back!" Rainbow giggled sleepily._

"_I'm sure you will." Celestia whispered as she drew the blinds closed with her magic. "Until tomorrow, then."_

Other memories floated through Rainbow's mind: a memory of Celestia helping her drink a bowl of soup that time she got the feather-flu, watching her with pride as she sounded out a particularly hard poem as a filly, getting up early to watch the sunrise with her and then spending the morning practicing flying and racing across the sky…

Rainbow Dash sighed. Princess Celestia had always been there for her. But these last few months it was like a wall had come up between them. Celestia was always busy, always distracted and whenever they had time together she seemed to want to focus on Dash's studies instead of training; logic problems, ancient lore, problem solving or social skills with the brats of nobility. When had things gone so wrong?

Still, the reality was that she had run away. Rainbow Dash felt miserable. She promised herself that tomorrow, after the spent the night with AJ, she'd go back to Celestia and apologize. She still wanted to spend some time catching up with Ditzy and Fluttershy, but it would be wrong to just leave Celestia hanging like that.

Somehow, making the decision made Rainbow feel a whole lot better. She stretched and felt the butterflies in her stomach settle. Just in time too, for Fluttershy returned with a tray of tea and two cups. "Um ready for your tea?" She asked softly.

Smiling Rainbow Dash accepted her cup with both hooves. "Yeah. C'mon Fluttershy, have a seat. We need to talk."

Afternoon was sliding into evening when Rainbow Dash settled down in Sweet Apple Acres. "Rainbow Dash!" She turned to see a familiar orange face running up.

"Hey, Applejack." She gave her a brief nod. "What's up?"

Applejack's face was a mixture of resignation and mild annoyance. "Nothin' much." She said. "Tell me, did you run into a pink pony in town?" She asked casually. Too casually.

"Um, yeah…" Rainbow was left wondering if she'd done something wrong. "I met Pinkie Pie. There a problem?"

Applejack tossed her head, indicating that she should follow her. "Here's the ol' homestead." She said, by way of answer as her house came into view. "Remember when I mentioned that I had my relatives coming by for a reunion?" Rainbow Dash nodded. "And I'm betting Pinkie mentioned something about throwing a party for you?" Again, a nod.

"What's this all about?" The pegasus asked in confusion as they went around the back of the house. Applejack pointed a hoof. Rainbow followed with her eyes only to be greeted by a tremendous roar that almost knocked her on her back.

"SURPRISE!" shouted a horde of ponies as they stood around wooden tables laden with sugary treats and apple-based foods. Torches and lanterns lit up the back porch and yard as balloons and streamers and banners were hung from the branches of nearby trees.

"What in Equestria?!" Dash yelped, looking to AJ for an explanation. The cowpony just sighed and pointed at a familiar pink pony who Rainbow Dash suddenly found in her personal space.

"SURPRISE RAINBOW DASH!" She blew a noisemaker directly in Rainbow Dash's ear.

"Yaah! Pinkie!"

"Were you surprised, huh were you, were you?" Pinkie hopped around her. "This is so exciting! I was all set to throw you a party but then I remembered you saying that you were staying at Applejack's and then I remembered that Applejack was gonna have a party for her reunion so then I thought, what if I made it a DOUBLE party?! Huh! This is my greatest idea ever!"

Rainbow Dash shook her head. "I can't believe it!" She looked around. "This looks like the greatest party ever!"

Pinkie cart wheeled. "Hooray!" Applejack looked like she wanted to be annoyed, but couldn't quite pull it off. She shook her head but couldn't resist a chuckle.

"That pony's a few apples short of a bushel, but danged if she can't throw some of the best shindigs you ever did see. Now c'mon, lemme introduce you to the Apple family…" She led her to a table surrounded by ponies. "This here is Apple Fritter…" Rainbow gave a small wave as a plate of apple fritters was set in front of her. Before she could even try a bite though, Applejack was busy introducing the next pony. "…This is Apple Tart…" cue plate of namesake food. Rainbow Dash figured out where this was going. AJ took a breath. "And this here's Red Gala, Golden Delicious, Red Delicious, Honeycrisp, Apple Brown Betty, Apple Strudel, Braeburn—"

"Hey there!" A yellow pony with bright green eyes and the widest smile Rainbow Dash had seen on any pony—except perhaps Pinkie Pie—waved at her.

Applejack went on without missing a beat "—Caramel Apple, Apple Bumpkin, Apple Brioche, Bramley, Russet Apple, Jonagold Apple…" She took a big breath as she got to the end of the list. "…mah big brother Big Macintosh, my li'l sister Apple Bloom and Granny Smith!" She pointed to a giant red stallion, a little yellow filly with a red mane and tail bound in a ribbon and an elderly green mare.

"Soup's on!" Granny Smith said shakily from her rocking chair.

Rainbow Dash looked at Applejack's siblings and smiled…mostly because they were the only two names she could recall from that onslaught. "Um, what's up?"

"Apples." Big Macintosh said drolly, holding up a cupcake with an apple slice in it…a Big McIntosh apple if Rainbow Dash had to guess.

Balancing a delicious looking apple pie on her back, Apple Bloom walked up to Rainbow Dash and looked up. "Applejack said yer gonna be stayin' with us for a while?"

"Sure seems that way."

"Neat!" Apple Bloom smiled. "Mah sis said that you were really fast!"

"You bet I am!" Rainbow flexed her wings. "The fastest!"

"Faster than Applejack? No way!" The little filly protested.

Challenged, the rainbow mare responded in the only way she knew how. "Well, let's just see about that! Climb aboard!" She knelt down. Before anypony could say a word, Apple Bloom set her apple pie down on the ground and clambered onto Rainbow Dash's back. Then they were off.

Rainbow Dash twirled and spun, racing across the night sky. It only made her rainbow trail seem to glow all the brighter. Apple Bloom squealed and let out a wild cheer. "Yaaaahooooooooooooo!"

"You hanging on?" Dash asked.

"Uh huh!"

"Good! Keep doing that!" Rainbow dived down, flying straight for the ground! The on-looking ponies all gasped. Apple Bloom closed her eyes tight. She was twenty feet from the ground. Fifteen feet. Ten. Five…at the last second Rainbow Dash's wings flared out and they zoomed up, her tail actually knocking the hats off several ponies. After a few laps over the heads of the amazed crowd, Rainbow folded her wings back and delicately set down on her hooves, bowing to the flabbergasted ponies. Apple Bloom slid off, her mane looking windblown and more than a bit unsteady on her hooves.

"Apple Bloom! You all right?" Applejack hurried over, looking concerned.

The little filly's face twitched. "It…was…so…AMAZING!" Her face broke into a wide smile. "Did ya see me Applejack? I was flying like a bird an' everything!"

The other fillies ran over to her. "Oh wow you were flying so fast!" Sweetie Belle squeaked.

Dinky Doo nodded. "Isn't it the greatest thing ever?" Scootaloo pulled a face at her, but no one noticed.

"Did you see Rainbow Dash? She is just the coolest!" The orange filly exclaimed.

"I think my mom's the coolest." Dinky said. "But Rainbow Dash's colors are amazing!" She admitted.

"She was all swish, zoom, vroom vroom!" Pinkie Pie exclaimed as she wrapped her forelegs around the two fillies, having come from out of nowhere.

Rainbow Dash meanwhile was stretching her wings. "Heh. Yup, yup…I am pretty special." Her tone was light, nonchalant. Applejack rolled her eyes and gently punched her in the shoulder.

"Easy up there sugarcube, we want your head to be able to fit inside the door."

"Ooh that's right we do!" Pinkie Pie said solemnly. "Because otherwise we'd have to build a whole new house! But wait, then we could have a housewarming party!"

Rainbow Dash rolled her eyes. "You sure do like your parties, don't you?"

Pinkie nodded so fast it was a wonder her head didn't fall off. "Yuperooni dooni! Parties make everypony smile and lets you make lots and lots of friends!"

Fluttershy hesitantly made her way over. "Oh Rainbow Dash, that was really amazing." She sided up to her. "You really are an amazing flier."

Preening, Rainbow was about to confirm Fluttershy's assessment when another familiar voice cut her off. "She is indeed, but look at what's it's done to your mane!" With a barely repressed groan, Rainbow Dash turned around to see Rarity trotting up to them, a brush in hoof.

"Rarity, if I did all that frou-frou stuff that you'd like it'd just get ruined whenever I'd fly anyway." She pointed out tensely.

Rarity pursued her lip disapprovingly. "…Even so! Besides a good brushing of your mane or preening of your wings would make it much smoother and would probably make them even more aerodynamic, to say nothing of beautiful!"

The skeptical pegasus raised a brow at that. That almost sounded…sensible. "I…guess? I can preen my own wings fine." She added, a bit crossly.

The white unicorn's face split into a grin. "I'm sure you can, of course! But it can be made easier when somepony else assists you! It's true I assure you! Besides," she went on. "You don't want to end up like Applejack do you?"

"Hey!" The farmpony scowled. "What's that supposed t'mean?"

Rarity elegantly shrugged. "Simply that a little grooming could make a lot of difference in your appearance…for instance, a little more fine care of your mane and ponies wouldn't mistake you for having a dirty blond mane."

"I *am* blond and I ain't dirty!" Applejack shot back. "And at least mine's all natural!"

Rarity's face was the picture of indignant. "Well I never!"

"Oh, please don't fight." Fluttershy lowered her head. "It's just horrible when that happens."

Pinkie Pie's legs suddenly seem to suddenly give up as they slid out from under her, leaving them sticking out in all directions. "Wow! It looks like we're going to have more new ponies coming to the party!" She chirped as she climbed back to her hooves, bouncing giddily.

Rainbow Dash leaned back a bit, as if afraid of catching whatever it is Pinkie had. "How do you know—?"

"Don't ask." Applejack rolled her eyes. "Jest go with it."

Pinkie Pie beamed. "I wonder if they're coming for the Summer Sun Celebration!"

Dash's stomach suddenly went into a free fall. "The what now?"

Applejack chuckled, throwing her hoof over Dash's shoulders. "Shoot, where are you from girl? The Summer Sun Celebration, one of the biggest holidays in Equestria? It's being held in Ponyville this year!"

Rainbow Dash felt her eye twitch.

"Oh look, there they are!" Pinkie called as she hopped up, waving at some ponies approaching from the main road.

Rainbow Dash hovered above her and gently used a hoof to flatten Pinkie Pie's puffy mane so she could scope it out for herself…her eyes widened as she saw two figures approaching from the road to Ponyville. One was a purple unicorn mare she didn't know. But she did know the other pony: a big white unicorn stallion with a determined look on his face. "Oh no." Rainbow Dash groaned. "Not here, not now!"

It was Shining Armor.


	7. Chapter 7

Rainbow Dash zipped over to the approaching unicorns, eager to meet them as far away from the crowd as she could. She plastered her widest, toothiest smile on her face as she fluttered around him. "Hey Shining Armor! What's up?"

Shining Armor gave her the famous neutral-guard glower.

Dash rubbed her legs together awkwardly. "So, ah, who's your friend here?" She nodded to the purple unicorn who was busy hiding in his shadow.

Exhaling gently, Shining Armor unbent, a little. "Rainbow Dash, this is my sister Twilight Sparkle. Twilight, this is Rainbow Dash."

"Hey. 'Sup?" She held out a hoof only to have Twilight regard it like a fascinating new species.

Twilight looked from side to side as she smiled widely: the size of her smile reflected an indirect relationship to her actual confidence. Then something seemed to click as she turned to her brother. "Oh." Twilight Sparkle looked at him. "This is the filly you were talking about? The one that has a cru-umph!" She found her muzzle being magically held shut.

Rolling his eyes heavenwards in a way that just seemed to declare 'Mares!' Shining looked back at Rainbow Dash. "What were you thinking? Princess Celestia had the royal guard search all of Canterlot for you!" He looked at her sternly. "You can tell she was really worried!"

"Really?" Rainbow gave a sort of shame-faced smile.

"Yes. Really." The captain of the royal guard sighed. "Dash, what am I going to do with you?"

With a dramatic sigh, the blue pegasus held out her hooves. "Clap me in irons! Pluck out my feathers, to the dungeons with me! It's the life of a prisoner for Rainbow Dash…"

Twilight looked horrified while Shining snorted in amusement. "Oh, cut that out, it takes all the fun out of being mad at you." He looked at the celebration spread out before them. "You didn't take long, did you?"

"Hey, they wanted to throw me a party!" Her sandy voice was a mix of indignant and smug. "I'm just that awesome!"

Twilight hesitantly looked around. "I guess it makes sense to make you feel welcome since you are the student of Prin—ooph!" She suddenly found an apple stuffed into her mouth, courtesy of a blue hoof.

Rainbow Dash shushed her. "Keep it down with that P-word stuff!"

"Pwah!" Twilight spat out the apple. "But why?" She asked incredulously, sounding much too loud for Rainbow Dash's liking. "Why would you possibly be ashamed of Princess Cel—hng!" Another apple.

Rainbow Dash gave her a warning look. "We're in an apple orchard. I can keep this up all night." She looked at both of them. "I just came into Ponyville today and they're already welcoming me into their homes, throwing parties for me and stuff and they *don't* know that Princess Celestia's my teacher! In Canterlot nopony would ever do stuff like that unless they knew that you were somepony 'important.'" Her nostrils flared. "I like being appreciated for being me, for being Rainbow Dash instead of being appreciated for just being Celestia's student." Her rose colored eyes were imploring Shining Armor as she tilted her head up. "This is really important to me so please, please, pleeeease don't mention anything about Celestia to them?" She clasped her hooves together, going for the most over the top, wide-eyed, puppy-dog, lower lip trembling expression she could muster (she made a mental note to thank Ditzy later for all the inspiration).

Shining Armor groaned and covered his face with his hoof. "Ugh. Fine. Look Dash, when Princess Celestia sent me out to find you it wasn't to clap you in irons or make a big scene. In fact, once we found out where you were she thought it might work out if you stayed here for a while."

Rainbow's jaw dropped. "She's sending me away?! But she promised she'd help me perform the Sonic Rainboom again and get into the Wonderbolts! You both promised!" Her eyes wavered, beseeching him. "If this is about last night, I'm sorry! I'm really sorry. Please don't—!"

"Woah, woah, hold up there Rainbow Dash." Shining Armor held out both his hooves as though he was trying to fend off a herd of stampeding buffalo. "She isn't banishing you…although she does expect you to make a full apology to Tiffany…but she wanted to make it very clear that she would never send you away if you didn't want to go." Shining Amor gently ruffled Rainbow's mane. "You got that Dashie?"

Rainbow Dash, suddenly embarrassed by her outburst, blushed and nodded. She heard a faint cough and glared at a painfully-straight faced Twilight Sparkle who was doing her darnedest not to either laugh or 'aww' at the scene.

"A heh, sure thing…Shiny hiney." Rainbow Dash grinned as Twilight Sparkle sputtered trying and failing to hide her giggles at her brother's new nickname.

Shining Armor's cheeks flushed slightly and he gave her a look that promised revenge later. "ANYway…" he cleared his throat. "Princess Celestia was actually thinking that you had the right idea: maybe a little time and distance away from Canterlot would be good for you. Just for a bit." He hurriedly added. "She wanted to say…how did it go? Okay, she said that while Canterlot is a wonderful city, there are times when she felt like we live inside a bubble. She thinks that if you leave—if only for a while—and get to explore and live a little outside it…you'll learn and experience things that you wouldn't have otherwise, even if you stayed in Canterlot until you were a hundred." Pausing to let that sink in, Shining took a breath. "So, the Princess would like it if you stayed here in Ponyville and helped work on the set-up for the Summer Sun Celebration—make sure it's properly 'cool' and all."

Rainbow Dash's reaction was pretty mild. She did an aerial summersault and pumped her hoof in the air. "Yes! Oh this is gonna be awesome!" Then her face fell a fraction. "Um, I really don't know stuff about how to set up a party…I mean if it were up to me we'd just invite DJ-P0N 3 and get some drinks and snacks."

Shining Armor chuckled. "That's okay. Turns out there are some ponies here in town who she asked to take care of the catering, the music and decorations and stuff. And as for the organizational side of things…well, that's where my little Twiley comes in."

Twilight lowered her ears, her cheeks turning pink. "Arrrrmor! Don't call me that in public!" She pouted adorably while her brother gently tousled her mane. "Quitit!"

Casting a hoof over her withers, he looked back to Rainbow Dash. "My little sister is phenomenal when it comes to organization. It's a little bit scary at times." He confided in a mock whisper, prompting an annoyed hmph from Twilight. "So I'll leave her here with you."

"What?!" Rainbow Dash and Twilight exclaimed at the same time looking at each other.

Twilight recovered first. "B-but what about my studies! I need to practice, I have my final exams coming up soon from school and—"

"Twiiiiilight." Shining drew out her name. "Who was the unicorn who managed to follow Rainbow Dash all the way from Canterlot with a tracking spell and a feather?" Rainbow looked at Twilight as if disturbed that she'd been messing around with magic using something that had come from her.

"Well, I did but…" Her brother's gentle hoof on her mouth cut off Twilight's ramble before it could begin.

"But nothing. You need to relax and not work yourself up into a frenzy." He lowered his voice and said softly. "You don't want a repeat of your entrance exam right?" Twilight looked down. "Hey c'mon you know I didn't mean it like that." He hugged her gently. "Everypony needs to take their nose out of a book and take a look around once in a while. Besides, I need a level-headed pony I can count on to help keep Rainbow Dash in check." He ignored the look on Rainbow Dash. "Please, for me?" Shining Armor jutted out his lower lip in a pout that made his sister fold like a house of cards.

Twilight giggled. "O-okay. Anything for you B.B.B.F.F." She nuzzled him. "If that's okay with you, I mean." She looked to Rainbow Dash.

The cyan pegasus opened her mouth to deny that she needed anypony to watch her when Shining Armor caught her eye and shook his head slowly. "…Fine." She sighed. "Just…keep the stuff about Princess Celestia to yourself, alright? Get it?"

"Not really, but I'll do it." Twilight assured her. "Should we get back to your friends?" Rainbow Dash turned to realize that her absence had not gone unnoticed. She saw Applejack, Fluttershy, Pinkie Pie, Rarity, and Ditzy Doo standing back waiting for her.

Turning back, she gave Twilight a brief nod. "Yeah, you go say hi. I'll be right there."

Twilight looked panicked at the thought of talking to them. "B-but what do I say to them?"

"Just mention Canterlot to the white unicorn or hi to the pink earth pony and they'll do all the talking for you." Dash deadpanned. She jerked her head.

Getting the idea that Rainbow Dash wanted to be alone with her brother, Twilight gave a small smile and slowly walked away. As soon as she was out of earshot, Rainbow Dash did her best to skewer Shining Armor with one of her many fine varieties of skeptical glances. "Keep me in check, huh?"

Shining Armor counted with one of his own, quirking his brow for emphasis. "Rainbow Dash, you know you can get a bit out of hoof. Twiley's got a good head on her shoulders and honestly, do you *want* to be in charge of organizing all the preparations yourself?"

Rainbow Dash grunted in lieu of acknowledgment. "Fine, whatever."

"C'mon Dash…Twiley means the world to me. She's been shut in her room and the library ever since her entrance exam went nuts. She needs to get out and make friends, have fun, do something—anything—besides studying." He implored her.

"Yeah, I can get that. But why me?" Rainbow asked curiously.

"Because there isn't any pony in the whole world I trust more to keep her safe." Shining Armor said seriously.

Daunted, she took a half-step back, her eyes widening. "W-wow. You can count on me." She threw a sharp salute which she held until Shining Armor returned it. She looked around, making sure nopony was watching and gave him a quick hug. "Thanks Shiny."

"Anytime Dashie." He patted her withers. "Now let's go…I think I smell some fresh apple pie. Let's get some slices before I have to go back to Canterlot."

Rainbow Dash smiled, her wings flaring in excitement. "Sounds cool! And…could you tell Celestia that I—you know."

"I understand." Shining Armor gave her a friendly nuzzle, pretending not to notice her cheeks suddenly reddening. "Now, let's go see who can eat the most slices of apple pie. Race ya!" He took off leaving Rainbow Dash opening and closing her mouth like a fish out of water.

"Hey!" She took off after him, her heart lighter than it had been in weeks.

Groaning, Rainbow Dash rubbed her stuffed belly tenderly. "So…much…pie." She let out a satisfied belch. Between the Apple family's apple baked goods and Pinkie Pie's sugary treats, most of the ponies present were in a similar state; having gorged themselves with food.

Applejack gently prodded her with one hoof. "Heh, good t'know that our victuals are appreciated. C'mon, up you go…time fer bed." She slowly helped Rainbow Dash up. The beleaguered blue pony didn't so much stand as she did lean against Applejack for support. With a chorus of moans and groans more suited to a battlefield, stuffed ponies slowly climbed to their hooves and headed for their homes.

Pinkie Pie, one of the few ponies who looked just as energetic as she had at the start of the party, bounded over to Rainbow Dash. "Hee, didja enjoy your party, huh didja didja?"

Dash tried to follow Pinkie's motions with her head, but had to close her eyes for fear of throwing up. "Yeah Pinkie…that was really great."

The party pony beamed. "Great! This was really fun! I just wish I had known that you were having friends coming by!" She pouted briefly. "I mean, we could've had lots more purple streamers and maybe some vanilla-frosted cupcakes…it's not everyday we get three—THREE!—new ponies in town plus all of Applejack's relatives stopping by!" She bounced around giddily. "Now you have lots and lots of friends and I have new friends and this is all going to be super-tastic! Bye Applejack! I'll see you later Dashie-gator! Ooh, right I need to go give my pet alligator dinner."

Pinkie bounded off leaving Applejack shaking her head, dumbfounded. "Ah don't usually have much t'do with that one but she seems nice if a bit…hm, what's the word?"

"Random?" Rainbow suggested blurrily.

"That'll do." Applejack agreed. "Stay awake there sugarcube, a couple more ponies want t'say bye before they go."

Rarity trotted up giddily to Rainbow Dash. She had merely taken some lady-like nibbles so as not to ruin her figure. She elegantly tossed her mane. "Rainbow Dash! It was so delightful to meet and you and your lovely friends from…Canterlot!" Rarity tried keeping her voice even but she couldn't fight the excited squeak at the end of her sentence. Clearing her throat, she went on. "You really do have the most charming friends Rainbow Dash…why, that Shining Armor is simply breathtaking! So gallant, so charming!" She sighed happily. The look Rainbow Dash was giving her would have charred her pretty white coat into charcoal. "A shame he has to return to Canterlot, but I'm sure I can arrange some time in my schedule for you and his sister! Perhaps we can all meet at the spa sometime, wouldn't that be fun?"

"Ah'm sure she'd love to." Applejack grinned, ignoring the grunted protest of Rainbow Dash herself.

Smiling, Rarity dipped her head. "Wonderful! Now I must go collect my little sister before she…aaaaah!" She shrieked when she saw her little sister. "Sweetie Belle what have you done to your coat?"

Sweetie Belle smiled her coat dusty and dirty. "Hi Rarity! I had a wrasslin' match with Scootaloo! Apple Bloom showed us how. It's kinda like wrestling! I won once!"

Rarity almost fainted on the spot. "Oh dear we have to get you home and into a bath, now! See you later darling!" Rarity called from over her shoulder as she prodded her recalcitrant sister home.

As soon as she was gone Rainbow Dash glowered at Applejack for the spa promise. The orange earth pony was saved from Rainbow's hooves…or at least the prospect of Dash deliberately throwing up on her by Fluttershy's timely arrival.

"It was nice seeing you Rainbow Dash." Fluttershy gave her a shy nuzzle. "I'm so glad to see you again."

"Yeah…me too." Dash smiled weakly. "See ya later Flutters."

"Oh, how lovely! Maybe we could do something together tomorrow? I mean, if you want to…I would've liked to talk to you more but there were just so many ponies around that I…" Her voice trailed off into a little squeak when she saw Applejack tilting her head at her. "I—sorry. It's not that there's anything wrong with other ponies, it's just that—"

Applejack laughed. "Don't you worry none, I understand. Mah big brother's the same way."

"I'm—sure I'll find something for just the two of us. Maybe a flight or something?" Rainbow suggested.

Fluttershy nodded. "That would be very nice…thank you. Um, bye." She quickly retreated, leaving Rainbow Dash and Applejack alone.

Applejack chuckled. "If that gal was any sweeter we'd be dipping apples in her instead of honey."

Ditzy Doo fluttered up to them, Dinky Doo on her back. Ditzy, having a higher tolerance for her muffin-binges, was in better shape than most ponies. "Hey Rainbow Dash! Wasn't this fun? Thanks for having us over Applejack!"

"Yeah, thank you!" Dinky chimed in. "I had a lot of fun! Can Apple Bloom play with me again sometime?"

"Heh, of course she can! I think she had a heap of fun with you!" The farmpony smiled. "Thanks for coming sugarcube, both of y'all. Don't be strangers, ya here?"

"Sure thing!" Ditzy waved as she started to fly off.

Dinky waved excitedly. "Bye Applejack! Bye Apple Bloom! Bye Rainbow Dash! See you tomorrow! Remember, you promised we'd go for ice cream!" She smiled as she turned back around. "Mom! Watch out for that—"

"Oh pickle muffins!" Ditzy got one of the banners from the party wrapped around her leg. "I just don't know what went wrong…"

Dinky giggled as she nuzzled her mom's mane. "You're funny mommy!"

Applejack looked at Rainbow Dash out of the corner of her eye. "Was Ditzy always—"

"Yes."

"Ah see." Nothing more really needed to be said.

A few other ponies bid Rainbow Dash goodnight, including the ever enthusiastic filly Scootaloo. After shaking her off, Dash looked up to see Shining Armor stiffly making his way over. "Urg…I'm gonna be heading back." He stumbled slightly as he nodded to Applejack. "Thank you again for your hospitality."

"Sweet Apple Acres is always glad to welcome friendly faces." She smiled as she helped guide Rainbow Dash up, gently supporting her with her side. "Besides, Rainbow Dash here's already like one of the family. Any friend of hers is welcome." Rainbow mumbled something incoherent. No pony paid her any mind.

"Friend, guardian, keeper…I have lots of titles as far she's concerned." Shining Armor quipped. He smiled. "That's kind of you to say. Thanks for watching after Rainbow Dash for me, I have to admit I'm rather fond of the rainbow-colored ego with wings." He smirked as he and Applejack traded a smile while Rainbow Dash tried to glower them into submission. Since she was only barely hanging onto her stomach contents, her efforts were not particularly effective. "And thank you again for letting my little sister stay here too. I imagine it must be crowded, between your family and all your relatives here for your reunion."

Applejack shrugged, causing Rainbow Dash to almost fall over. "Whoops, sorry there…it's no big deal. We got plenty of space and you're sister seems like a nice girl. A bit shut in, but nice. Er, if you don't mind my saying so."

Her only response was a shrug. "It's the truth, how can I get offended by it?" Was his response.

"Y'sound like an Apple." AJ said approvingly. "Anyway, have a safe trip! Rainbow and Twilight will be fine. Ah'll have my big brother walk her up to the guest room."

"Thanks. I'll go find my sister and say good-bye." Shining took the opportunity to rub Rainbow Dash's mane. "You be good Dash. I'll see you in a few days."

Rainbow Dash grunted something approximating a good-bye as Applejack led her inside and upstairs, not quite asleep but not conscious either. She collapsed onto the guest bed. "Night sugarcube." AJ whispered as she walked out.

Rainbow was jerked back into consciousness when Twilight Sparkle staggered in, herself half asleep. Twilight stumbled onto the first bed she saw, not noticing or not caring that Rainbow Dash was occupying it.

"Hey!" The pegasus grunted. "Go 'way. Sleeping."

Twilight was a touch cranky too. "I had to take a chariot ride all the way from Canterlot to find you and I arrived only to be mobbed by everypony in town. Then they stuffed me with food, pounded me on the back and shook my hoof until it ached. I'm sore, I'm tired and I'm not moving."

"Well, I'm not either!" Rainbow Dash snorted grumpily.

"Fine!" Twilight squirmed, taking half the bed for herself. "Gimme some of the blanket."

Rainbow Dash shut her eyes. "Fine…scratchy anyway." She felt the blanket shift over her as Twilight curled up under it. Sighing, Dash felt herself drifting off to sleep.

"So….you're friends with my brother?" Twilight asked, still awake though sounding sleepy herself.

"Yeah…whutabout it?" Rainbow's patience, already thin to begin with, was just about gone.

"And you seem to have a crush on him—" Twilight started.

Aaaand now Dash was awake. "I do *not* have a crush on Shining Armor!" She turned over to face her bedmate. "Crushes are for little giggly fillies! So not cool."

Twilight, not being the most well-versed in social interactions, didn't know to leave well enough alone. "But the way you act around him…all of my psychology books indicate that you have all the ear-marks of adolescent love." Despite being half-asleep, still managed to sound like a university professor.

"Shuddup or I'll tell everypony that you used to wet the bed."

Twilight looked horrified. "Shining Armor promised me he would never tell!"

"…I just made that up." Rainbow Dash sniggered. "You serious?"

Even in the dark Twilight's red face was clearly visible. "N-no! Of course not!"

Dash gave a perfectly smug grin. "You didn't have anything to drink before you went to bed, did you?" She teased. Twilight facehooved.

"…How about if in exchange for not bringing up your crush on Shining Armor, we both pretend this conversation never happened and we just go to bed?"

"..Deal."

Within moments, both mares were snoring gently.


	8. Chapter 8

The morning light streamed through the window, not so gently stirring Rainbow Dash awake. She groaned, burying her head deeper into her pillow, resolutely determined not to wake up. A soft, warm feeling pressed against her back and side, causing the sleeping pegasus to sigh softly. It was heavenly and she soon found herself drifting back to sleep.

Some time later she faintly heard a soft rapping on the door. "Breakfast's ready gals." A door opened as Applejack poked her head in. "Are you two ready to—heaven's to betsy!" She exclaimed suddenly.

Stirring, the sleepy pegasus turned her head to the door. "Why is it so early? I—huh?!" Dash blinked herself awake as she felt a pair of lavender legs wrapped around her barrel. Twisting around she saw Twilight with her head resting against Rainbow's back, drooling slightly. "Aahh! Twilight! Get off!"

"Huh, wha—I didn't do it." The purple unicorn blinked her sleepy eyes as she took stock of the situation. "What's going on?"

"You were spooning me!" Rainbow Dash shouted indignantly. Applejack could take no more. She let out a loud raspberry and she slid to the floor where she then gave up trying to fight her building laughter and proceeded to laugh her freckles off. "Shut up Applejack!" Rainbow glared at her, all too aware of the heat on her cheeks.

AJ wasn't slow to miss it either. "Y-yer face is redder than Big Macintosh's butt!" She squeezed out in between gales of laughter.

"Yours is going to be red too if you don't shut it!" Dah waved a threatening hoof in Applejack's direction. Then she turned to Twilight. "Should've known you'd be a cuddler." She grumbled.

"H-hey!" Twilight Sparkle's face was bright red too. "I didn't hear you complaining!" The two mares broke contact, unable to look each other in the eye.

Applejack, finally winning the battle for self control, wheezed. "Ooh, nelly! Ah knew having you gals here would be a blast but ah never thought it'd be this much fun!" She chuckled. "Aww, c'mon now ah'm only joking." She assured the two annoyed and embarrassed looking mares. "We're serving apple pancakes, fresh from the stove!"

"Sounds good." Rainbow Dash hopped off the bed, not looking back. "I'm go hop in the shower. Be back in ten seconds flat."

Twilight shook off her embarrassment and traded it for skepticism. "How can you possibly do that? It's im—" Rainbow Dash revved her wings and flew out the window in a rainbow blur.

Rushing to the window, Applejack and Twilight watched Rainbow Dash fly through several clouds, breaking them up as she flew and washing herself off with the condensed water that they held. After shaking herself dry and running her hoof through her mane, Rainbow dashed back inside, nearly bowling her two companions over.

"—possible." Twilight finished finally.

"Ta da! What'd I tell you? Ten. Seconds. Flat." Rainbow Dash was smug.

Applejack just shook her head. "All right, Twilight you can hop in the shower. Now hurry up, nopony likes cold pancakes!"

The three mares made their way down the stairs and to the breakfast table. Big Macintosh and Apple Bloom were already seated and Granny Smith was shakily flipping the pancakes.

Licking her lips, Rainbow Dash zipped over to the table and grabbed a knife and fork. Twilight trotted over at a more sedate pace and calmly sat down.

"Morning everypony." Twilight said politely as she took her seat, soon followed by Applejack.

"Good morning!" Apple Bloom smiled. "Did y'all sleep well? What?" She asked at Applejack's barely suppressed snort of laughter and the twin flushes on Twilight and Rainbow Dash. "What I say?"

"N-nothing." Applejack snerked, then winced as Rainbow kicked her under the table.

When Big Macintosh looked at the two mares with a questioning glance he was rewarded with a "Heya big guy," from Rainbow Dash. "How much do they feed you to get you that big?"

"Heh, that's just how good Apple family food is." Applejack smiled, gently patting her brother on the shoulder. "Mind you, Mackie's always been a bit on the big side, right?"

"Eeyup."

"But don't let that fool you, he may look like a giant but he wouldn't hurt a fly, would you big fella?"

"Eenope."

"Darn tootin'! He knows what would happen if he did, right?" Applejack gently punched him in the shoulder as he looked down at her fondly.

"Eeyup."

Rainbow tilted her head. "So, Big Mac, do you ever say anything besides eeyup and eenope?"

"Eeyup."

"…are you going to now?" Dash prodded.

"Eenope."

Rainbow sighed. "Should've seen that coming." Applejack gave her a friendly smile.

"Don't mind him, he's always been a mite quiet. Shoot, one time we had mah Uncle Bad Apple over and he said he'd bet that he could get Big Mac to say three words t'him at dinner. And Mackie just *looked* at him said 'You lose.' "

Dash chuckled. "I've known guys like that myself." She thought of the guardponies when they were on duty. Those guys wouldn't even crack a smile, much less talk.

"Soup's on!" came Granny Smith's call as the pancakes were ready. As a guest, Rainbow Dash was served first. Licking her chops, she reached for the first pancake only to have Applejack none too lightly smacked her hoof with a fork.

"Ow, what was that for?" Rainbow couldn't help whine.

"You kin wait for everypony t'be served before you start stuffing your face." AJ warned her as the pancake laden plates were being given out.

Rainbow Dash crossed her hooves. "Ugh, fine." Even in the country, she couldn't escape manners and rules. Not cool. Finally, as the final plate made contact with the wooden table, Rainbow Dash dug in. Loudly. "Hmm, delicious!" She said around a mouthful of pancakes, delicately spraying her plate with soggy crumbs.

As Rainbow Dash scarfed down her pancakes—fairly ripping them apart—Twilight Sparkle sat with dignified poise as her horn glowed, surrounding her knife and fork with lavender magic. She used them to precisely line up her stack of pancakes and then neatly cut three slices, horizontally and vertically making each piece of perfectly equal size. Then she slowly started to pour the syrup onto her pancakes with the practiced measure of a chemist adding a rare, vital ingredient to a concoction that might explode if too much was used.

"Land sakes, girl there ain't a syrup shortage!" Granny Smith exclaimed as she shakily dug her into her own pancakes. "No need to take all day about it!"

Twilight squirmed in her seat. "Sorry, ma'am. I just…I just like things to be…orderly." She set her syrup aside and started telekinetically lifting her fork.

Applejack gave her a soft nudge. "Shoot, nothing to be sorry about, even if you do sound a bit like that fussbudget Rarity." She pulled a comical face.

"I thought she sounded nice." Twilight admitted sheepishly. "I'm just sorry I couldn't answer her questions about fashion in Canterlot. Maybe I should read up on it more…"

Rainbow Dash gave an elegant eye roll. "Do yourself a favor and skip it. Besides, I'm hoping to keep as much distance between me and anything fashion-related as possible."

Breakfast started to wind down. Big Macintosh headed out to the orchard while Apple Bloom made her way to school. Granny Smith went to take a nap in her rocking chair, leaving Applejack and her friends to clear the table. "So, you gals got any plans for the day?" Applejack asked over a glass of milk, looking at Twilight.

The purple unicorn wilted under the attention and scrunched her head down as she idly jabbed at her pancakes. "Well, actually Rainbow Dash and I are supposed to check out the preparations for the Summer Sun Celebration."

"Y'are?" AJ smiled. "Don't that just beat all? Why didn't you say anything about that when we met Rainbow?"

Rainbow Dash gave Twilight an annoyed look out of the corner of her eye. "It's just something I was kinda roped into doing. Twilight's brother asked me to help and she's supposed to be some sort of organizing egghead, so…" She shrugged.

"Egghead?" Twilight mouthed the word silently, indignant.

Applejack shrugged. "We'd be pleased as punch to help you out anyway we can. Shoot, half the reason we decided to have the reunion in Ponyville this year was so the whole family could help out with the catering preparations. Want to sample some more of our victuals?"

"No thanks!" Twilight said quickly and even Rainbow Dash grimaced at the prospect.

"Yeah, we're good." Rainbow Dash stretched out a kink in her neck. "I think if we ate anymore I wouldn't be able to fly and Twilight here might turn into an apple."

Applejack chuckled. "Heh, good point. What else do you ladies have to check up on?"

Twilight consulted her checklist, seeming almost giddy at the prospect of organizing. "After catering is…weather!"

"Huh, that should be Ditzy's department." Rainbow stretched her wings. "Let's go check it out."

"Mind if ah come with? I normally wouldn't be one to skip out on chores, but with mah whole family here, ah think they've got it covered. Ah wouldn't feel right leaving two guests of the Apple family to wander through town all by the lonesomes."

Twilight bit her lip. "Oh, well, that's very nice of you but we'd hate to impose…" Rainbow Dash nudged her.

"Chillax, Twilight. If she wants to come, let her come." She shrugged her wings expressively. "After all, some ponies just can't ever get enough opportunity to watch me."

"That's right!" AJ smiled evenly. "Ah wouldn't want to miss whatever shenanigans you two girls will get into. You're a regular hoot!"

Dash's smile thinned out as she rolled her eyes. Soon, the three ponies were walking (well, two were walking and one was flying just above them) down the main road to Ponyville. Applejack had been providing most of the conversation, pointing out the different types of apples they grew and explaining how the farm worked. Twilight was too shy to really say much for herself and Rainbow Dash was just enjoying the chance to spread her wings.

After a while, Applejack's thoughts turned away from all things apple and apple accessories. "Say, I've been meaning to ask—what does Shining Armor do that he can ask you two to be in charge of the preparations?" Applejack asked curiously.

"Um, well…" Twilight glanced to Rainbow Dash. Applejack picked up on it easily.

"Rainbow, what're you not telling me?"

Dash sighed as she lowered herself to the ground. "Fine…Shining Armor's the captain of the royal guard." She grumbled.

Applejack's jaw dropped slightly but her face didn't betray much else…her hat however flipped in midair and landed again on her head. "Ah see." She blinked. "But how does he know you? Ah get that Twi's his sister…are you two friends?"

"Not really." Rainbow Dash said before she could think better of it. "I just met her last night." Twilight scuffed her hooves on the ground, her ears flattening against her head.

"Y-yeah. We're not friends." Twilight mumbled.

Applejack narrowed her eyes and whipped her tail against Rainbow Dash's flank. "Ow! What was that—oh." Dash winced, part in pain and part in chagrin. "I mean, uh, I think we COULD become friends though!" She added with an extra wide smile. "I mean, hay, any sister of Shining Armor has got to be pretty cool, amiright?"

"I-I don't know…" Twilight said shyly, her head retreating underneath her mane.

"Ah'm sure y'are sugarcube." Applejack gave her a supportive look. "So, speaking of your brother, how does the captain of the royal guard know Rainbow Dash?"

Twilight, feeling a bit flustered, blurted out. "Oh well he was sent to bring her back after she…"

"Hey!" Rainbow exclaimed in outrage, making the purple unicorn shrink down.

"I'm so sorry! I forgot…" She lowered her head.

Applejack came up to stand between the two of them. "Hey now, enough of that." She looked at Dash. "Leave the poor girl, alone. Yer scaring her. 'Sides, ain't like ah didn't figure that out when we first met anyhow."

Snorting, Rainbow Dash looked to the side. "…Whatever." She mumbled. "Still shouldn't be talking about me like I'm not here."

"Okay, yer right. Ah shouldn't have asked her. But that's on me, not her." AJ fixed the pegasus with a look. "So what exactly is it you were running from?"

"I'm not running from anything!" Rainbow flared her wings and pawed at the ground with her hoof like a bull preparing to charge. "I just wanted a break from Canterlot, not that I'd expect *you* to understand."

Slowly, Applejack made her way to Rainbow Dash's side. "Easy there sugarcube, take it easy. Yer among friends here." She put a comforting hoof on Rainbow's withers. "And don't be too sure of that there Rainbow. Ah think ah know exactly what you're going through." Confident that she had Rainbow Dash's attention, she went on. "When ah was a little filly ah left home because ah wanted to get out, see the world. So ah went to live with some relatives in Manehattan because ah felt trapped at home." Her gaze turned misty, lost in nostalgia. "Turns out though that ah hated Manehattan. Ah didn't like the ponies there acted, or how I was supposed to act in order t'fit in…ah felt more trapped there than ah ever did at home. Soon ah got to thinking about home and how homesick I was; wondering what to do." She chuckled. "You'd never believe how the answer came to me, but boy howdy, did it ever! Ah went straight for home, lickety-split! And when ah arrived I knew this was where ah was supposed to be." She cast a look at her flank. "That's when ah got my cutie mark too."

"That's cool and all Applejack buuut I'm not quite seeing the point." Dash stated.

"Fair enough, lemme spell it out. Yer running—pardon—taking a break from Canterlot? And no offense, but you don't seem like one them hoity-toity Canterlot ponies to me."

"I'd be more offended if you said that I WAS." Rainbow said curtly.

"Ah figured." The earth pony deadpanned. "So ah'm guessing that you don't want to be stuck being with those stuck-up royal-city types." AJ reasoned. "So every now and then you bust out and do your own thing…and your folks have t'send the royal guard out to bring you back home. Am I right?"

"…" Rainbow Dash nodded numbly. Beneath her cowpony exterior, Applejack could be pretty smart—especially where it came to ferreting out the truth about other ponies. The only detail she had wrong was just who sent the royal guard out after her. Though she would never admit it, she was actually pretty touched that this pony she'd only met yesterday considered her enough of a friend to share a really personal story about herself. Rainbow considered telling AJ her own cutie mark story, but didn't want to make her feel bad by having a way cooler story...and she didn't want to deal with explaining what happened after her Sonic Rainboom and her failure to pull off another one. "Yeah, that's it." She said, convinced that she wasn't even really lying to Applejack. "You got me."

"Heh. Ah may round-up sheep, but that don't mean y'get to pull the wool over mah eyes." AJ gave a small smirk. "Not much gets past THIS cowpon—eeek!" She yelped as she tripped over a small hole and her face had an abrupt encounter with the dirt.

Rainbow Dash fell on her back laughing. "Hahahaahaha! Oh geeze, you're a silly pony Applejack!"

"Are you alright?" Twilight asked Applejack as she walked over.

"M'fine." She grumbled as she pulled her face out of the ground. "Ptooh!" She spat out some dirt. "Ah guess Winona's been digging again…" After shaking her head, she glared at Rainbow Dash, still holding her belly and rolling on her back. "You finished?"

"Pfff…j-just about!" She wheezed, laughing some more.

Applejack rolled her eyes. "Soo…how often does your brother have to chase RD here down?" She asked Twilight.

"I don't know exactly." The purple unicorn admitted. "I do a lot of studying for school and Shining Armor's with the guard. I couldn't say for sure."

"Is it a lot?" Applejack wheedled.

Twilight nodded. "Um, I guess so."

AJ broke into a wide grin. "Aaaah, I thought so." With a smug grin she idly asked out loud—loud enough for Rainbow Dash to hear over her own laughter—"Ah wonder if Rainbow started running away just so she could have your brother be the one to come bring her back." She drawled. Twilight hid her face behind her hoof, trying to suppress a giggle. "One might almost think that she had a *crush* on him or something." Applejack winked at the unicorn, making her almost shake with repressed laughter.

"HEY!" Rainbow Dash's laughter suddenly cut off as she sat up. "I do NOT have a crush on Shining Armor!"

Applejack pursed her lip and gently tapped a hoof against her muzzle. "Eh, nah. Don't believe you." She smirked. "Tell you what, why don't we go ask some of the folks in town who were at the party last night what they think?" She reared up and shook out her forelegs. "Yeehaw!" She started running down the road to Ponyville.

"Applejack! Get your big apple flank back here!" Rainbow Dash flapped her wings and took off, leaving Twilight behind to be buffeted by the wind that marked her departure.

"Hey, wait for me!" Twilight called, galloping after them.


	9. Chapter 9

By the time Twilight caught up with Rainbow Dash and Applejack, they had already been relaxing the center of Ponyville. "What took you so long?" Rainbow Dash asked the panting unicorn, who looked up at her with a strong sense of aggravation.

Applejack missed it as she was scanning the sky. "What's the weather supposed to be like for the celebration?"

Twilight consulted her official overseer's checklist. "Clear blue skies. Why?" She looked up. "Oh." The sky was pockmarked with white wispy clouds. "That isn't right at all! Oooh, where is that weatherpony?!" She started to look very flustered.

"Hey, give Ditzy Doo a break." Rainbow Dash spoke up, giving her a look. "She's working two jobs and has a foal. So she's a little behind schedule. Big deal."

The lavender unicorn seemed to shrink in on herself. "I-I didn't know. I'm sorry, I just…" Rainbow Dash sighed and looked apologetic, even without Applejack giving her a warning look. She couldn't even be angry at Twilight.

"It's okay…Sorry for snapping at you." Rainbow Dash gave her a small smile. No wonder Shining Armor wanted her to get away from her studies for a bit…this pony was as asocial as any she'd ever met. Eager to move away from the awkwardness, Rainbow decided to ask Twilight something. "Say, do you know why Sweet Apple Acres is in charge of catering for the whole Summer Sun Celebration instead of Sugarcube Corner? No offense, Applejack." She was quick to add to mollify the upset farmpony. "But after meeting Pinkie Pie it just seems weird that she wouldn't be involved in planning a party. It's probably her middle name."

"Pinkie Party Pie! Oooh that sounds good!" The three ponies suddenly found a familiar pink face that had popped up in the middle of their little group. "It isn't my real middle name but it sounds sooo good! I'm gonna tell everypony I meet to call me that! Pinkie Party Pie! Pinkie Party Pie! Pinkie Party—PMMHMH!" She said around a mouthful of Dash's hoof.

"Where did you come from?" Rainbow Dash asked in annoyance. Pinkie was great for throwing parties but her bubbly enthusiasm and energy could quickly become grating. She withdrew her hoof to let Pinkie speak…something she quickly regretted.

"Hmm, well I came from a rock farm just outside of Ponyville, so I guess I'm a farmer just like Applejack!"

Applejack looked confused, which was shared by Twilight and Rainbow Dash. "Did you say, 'rock farming?'"

"Yuperooni dooni!"

"…mind explaining that?"

"Weeell…..it's supposed to be a secret, but okay!" Pinkie looked around to make sure there weren't any other ponies around who could overhear. The ponies leaned in. "We say we're a rock farm, but really we guard Equestria from the menace of the rock lords." Pinkie Pie looked solemn.

"Rock lords? What are those? I've never heard of them." Twilight tilted her head in confusion.

"Duh! If you knew it wouldn't be a secret! Rock lords are…living rocks with strength and might, rising up to crash and fight! Rock lords—powerful living rocks! Shaking, quaking, crashing, breaking…"

"You're pulling our hooves, aren't you?" Rainbow Dash deadpanned. Pinkie looked her square in the face, her expression serious…for all of about three seconds. Then her lip trembled and she had to bit down. She snorted, giggling.

"Of course I am!" Pinkie squealed, falling back on her rump and laughing. "That's just silly! But I had you going there, didn't I?"

The three mares looked at each other and in unison, rolled their eyes. "Eh, I dunno there Pinkie. Rock lords? Seriously that is the most random and lame thing I have ever heard in my entire life." Rainbow said, but her face betrayed a small grin. "I guess you're a prankster, huh Pinkie?"

"Oh you bet!" Pinkie Pie grinned. "Nopony loves a good prank more than me!"

"I beg to differ, Rainbow Dash is the champion of pranking!" Dash bragged.

Pinkie smiled. "Great! Now we'll have two—TWO—times the pranking fun in Ponyville!"

"Ah kin hardly wait." Applejack's voice was dryer than the Appleloosan plains. Twilight smiled awkwardly, trying not to be noticed. Rainbow just smiled enigmatically, wanting to let them sweat a bit.

"So, was any of that true?" She asked Pinkie Pie. "I mean, about rock farming and stuff? That was part of the joke, right?"

Pinkie shook her head. "Oh no, I did grow up on a rock farm! That part was 100% true!" She bounced in place. "I worked on the rock farm with my parents and my sisters! I used to rotate the rocks from one field to another!" She stopped bouncing as a sad expression crept across her face. "It wasn't really fun…it was all gray, with no fun, and no laughter!" Her puffy hair seemed to deflate like a balloon with a hole in it. "I loved my family, but I wasn't happy there." She gave Rainbow Dash a knowing look that made the rainbow-maned pony wonder if Pinkie knew more than she let on. But that look was gone in a flash. "But then I saw the most amazing rainbow that made me smile and smile until I never wanted to stop!" She looked at her flank as she perked up, her mane inflating. "That's when I decided I wanted to make everypony else smile too, so I threw a big party for my family and they were all smiling and dancing and that's when I got my cutie mark!"

"A partying cutie mark…would never have guessed." Rainbow joked, idly wondering if this was going to become a thing: ponies telling her their life stories and telling her to be true to herself or some junk. She shook her head, "But then, why aren't you involved in preparing for the Summer Sun Celebration?"

"Because I couldn't get a permit for my party cannon." Pinkie said breezily, as if it were an everyday thing. The idea that it just might be for her was the most startling thing for the other three ponies with her.

The lull in the conversation was filled by the arrival of a harried looking gray pegasus. "Sorry! Sorry I'm late!" They looked up to see Ditzy Doo pushing at the clouds over their heads.

"Hey Ditzy." Rainbow Dash took to the air. "How are you?"

"Okay! A little busy…but fine." Ditzy bucked at a cloud, dissipating it. "Had to deliver…" she panted. "A letter from the Mayor…for everypony in town about…the celebration!" She kicked at another cloud, having to hit it a couple of times before it broke apart.

Rainbow flew next to her. "Why don't you take five and let me take care of it? I can have it done before you say muffin!" Ditzy looked up at her gratefully, but shook her head.

"N-no…I need the money." She puffed.

"It's not like I was going to take your pay!" Dash snorted. "Call this a freebee for that time in summer camp when you didn't tell anypony about me breaking curfew." Without another word Rainbow, for lack of a better word, dashed about from one cloud to another and quickly bucking them apart. Below, Twilight, Applejack and Pinkie Pie looked straight up and watched Rainbow Dash, their eyes zipping back and forth like a ball in a tennis match. "And loop de loop around…" Rainbow grinned as she jammed her hoof through the last cloud. "Ta da! All finished."

The ponies on the ground looked around. There wasn't a single cloud left in the sky. Rainbow grinned at their awestruck faces. She turned to enjoy the look on Ditzy's face, only to be tackled out of the sky by a fierce glomp. "Gyaah!" Rainbow Dash grunted as she hit the ground, still being hugged by the endearingly wall-eyed mare.

"Thank you so much Rainbow Dash!" Her eyes were tearing up. "It's just been so hard getting everything ready for the celebration and Dinky and—"

Dash grunted from underneath her. "It's okay Ditzy, really." She gently pried the gray mare off and climbed back to her hooves—just in time for Pinky to hop right in front of her.

"Oh wow Dashie that was really amazing! You were whoosh, zoom, vroom….!"

"Aheh, yeah, thanks." Rainbow liked admirers as much as the next pony but this pony was starting to wear out her not very great reserves of patience.

"Want a cupcake?" Pinkie asked out of the blue as she pulled a tray of cupcakes out of her mane (!) and offered them to the assembled ponies.

Ditzy Doo looked them over with a discerning eye…even if she had to constantly twist her head around to make it line up. "These aren't muffins…what sort of pony do you take me for?"

"I think I'll pass too." Twilight said as she examined the cupcakes for signs of pink hair in them…the pink frosting didn't help. "How did she even…"

"Don't ask." AJ said. "I try to keep her as far away from mah farm as ah can…"

Rainbow Dash shrugged. "They look fine to me." She flicked the bottom of the tray with her tail, sending two cupcakes hurtling up into the sky. With a flick of her wings, she managed to snag one, then the second, with her mouth and swallow them whole. She chewed noisily, and messily. "Hmnyumhumnm…theesh aw gud!" Rainbow said around a mouthful, swallowing. "They—" her eyes widened suddenly as tears leaked from her eyes, her cheeks suddenly aflame.

Opening her mouth, she spat out whatever was left and started wafting her hooves over her inflamed tongue, trying to cool it down. She gestured frantically at the others, who all looked on with concern. All except for Pinkie.

"I knew you'd love my special cupcakes! You can really taste the hot sauce can't you? Ooh are we playing charades now? I love charades! Okay, one word or two?" Dash raised one hoof frantically, gesturing to her mouth. "One word! Is it salt? Sugar? Harvey Wallbanger?"

"Water!" Rainbow croaked desperately. "Water!"

Ditzy pointed to the town fountain only the nearly be knocked on her rump when Rainbow Dash shot past her and proceeded to dunk her head in. She emerged a moment later, her mane plastered to her neck as she panted.

"You're good!" Pinkie Pie said. "I bet I can hold my breath longer though! Ready, go!" She dunked her head into the fountain.

Rainbow Dash facehooved and resisted the urge to kick the strange pony right in her pink rump. "Ung! She is just so…so…"

"Random?" Applejack offered.

"YES!" Rainbow shouted.

Ditzy shrugged her wings. "She's just being Pinkie Pie. You get used to it…I think." She added. "Try to relax Dashie."

"Whatever." She grumbled. "So, that takes care of the weather. What's next Twilight?"

Twilight checked her list. "Decorations." She said simply. "Um, Rainbow Dash? What you did for your friend that was…neat." Her purple cheeks pinkened slightly.

"Neat?" Rainbow Dash pulled a face then softened it when she saw Twilight flinch as if afraid she had said the wrong thing. "Yeah, I'll accept that. So, who's in charge of that?"

Ditzy waved her hoof in the air. "I know, I know! It's Rarity! I know because she told me when she said she'd make Dinky a special dress for the celebration!" She smiled, one eye wobbling up and away.

Rainbow Dash groaned. "Oh no, not Miss Priss!"

"Aww, c'mon it won't be that bad." Applejack nudged her. "C'mon, now, y'all have a job to do and you need to see it through."

"Fine…" Rainbow grumbled.

Ditzy gave her a comforting nuzzle and draped her wing over her back. "Why don't you walk with me as we go?" She suggested. "I'm sure Applejack can keep Twilight company."

The cyan pegasus nodded as the four mares made their way through town.

Pinkie Pie meanwhile still had her head in the fountain. A chestnut brown stallion with spiky hair and an hour glass cutie mark walked past and regarded her curiously for a moment. "Strange folk these ponies….love it!" He whickered and went on his way.

Ditzy Doo and Rainbow Dash walked side by side, Applejack and Twilight hanging back to give them some privacy. After a few moments Ditzy spoke up. "So, what's put the thunder in your cloud?"

Rainbow twitched her wings. "Nothing."

Sighing, Ditzy rolled her eyes…in opposite directions. It was quite a sight. "Don't give me that Rainbow. It's obvious something's bothering you. So tell me…without the attitude." Ditzy nudged her. "I may not be that much older than you, but I can still bend your flank over my lap!" She flicked her wings menacingly as if to slap Dash's backside with them.

The blue pegasus opened her mouth to protest at the very idea only to quail under Ditzy's gaze…when she broke out the 'mom eyes' there was no refusing her. Ditzy might be a silly pony most of the time, but when she got in mom-mode…

"Okay…" Rainbow Dash sighed. "I just…I don't even know where to start."

"How about the part why you didn't want me to know about you being the student of Princess Celestia?" Ditzy's question came out so neat and pat that it actually took a moment for Rainbow Dash's brain to actually register it.

"Y-you knew?!" She yelped. "Fluttershy *promised* me…"

Ditzy gently cuffed her with one wing. "Fluttershy would never break a promise, you dodo—you know that. You think I wouldn't keep track of my old campers?" She gave Dash a look. "Or that Fluttershy would never talk about you? Hay, she talks about you all the time."

"Really?"

"Yeah, she's always saying, 'I wonder what Rainbow Dash is doing,' or 'Rainbow Dash's birthday is coming up, think I should send her something?' 'I just sent Rainbow Dash another letter, I hope she gets it' or 'when is that featherbrain going to take five minutes to write me back?' " She paused. "Okay, one of those things she didn't say, but I'm not telling you which."

"I…I…" Ditzy's golden eyes softened as Dash struggled to form a response.

"Hey, c'mon now…I didn't tell you that to make you feel bad. When you do write Fluttershy a letter she's on cloud nine for days afterwards. And we're kind of getting off topic: the point is that I knew you were Princess Celestia's student for a while now. Fluttershy and I are really happy for you…I'm just wondering why you're not."

Rainbow trotted in silence while she thought. Ditzy recognized the rare expression on Rainbow's face and gave her time. Exhaling softly, the rainbow mare explained. "I guess I didn't want ponies to see me as a failure."

The incredulous look on Ditzy's face said it all, but she still felt obliged to say out loud: "You're not a failure! Where did you get such a—a derpy idea as that?" She broke out the unkind nickname some ponies used for her.

"When you think of somepony that's supposed to be Princess Celestia's student, what do you think of?" Dash asked. "Everypony thinks of some super magical, super smart and wise and nice and classy pony…whenever they look at me, they don't see that. Mainly because I'm NOT that."

Ditzy gently pushed her nose against Rainbow's neck. "You're an amazing pony Rainbow Dash."

"I know." Rainbow's voice was matter of fact. "I know I'm good. I'm Rainbow Dash, I'm bucking awesome!" She gave Ditzy a look. "But that's because I'm being me. When I'm being Princess Celestia's student…I can't ever meet the expectations! It's like expecting an earth pony to be a great flier, it just can't happen. I like challenges…but I don't like the impossible. I don't care about ponies judging me…but they aren't judging me by my flying or anything I can do or care about. They're judging me by all the stuff I *don't* care about. It's like I can't win. And you know I hate that."

She paused. "So why should I tell ponies here that I'm Celestia's student? When they'd ask how it happened I'd have to say, 'Oh I just did the most spectacularly amazing thing ever but I can't do it again even though I've been trying and training forEVER…" Dash groaned. "My greatest achievement and nopony here would even believe that I did it. It's like I haven't accomplished anything at all—THAT makes me a failure."

After a minute Ditzy leaned over and gently rested her head atop Rainbow Dash's mane. "Funny, from what I recall making the impossible happen is what got you your cutie mark." She tapped Rainbow's flank with her wings.

"Ditz…"

"If ponies are seeing somepony else instead of you, then MAKE them see just how much more amazing you are than whoever they expect you to be. Don't let some imaginary pony set the standard—make a completely new one." Ditzy smiled encouragingly. "And anypony who doesn't like you after all that is the kind of pony that's *never* satisfied, so who cares?"

Rainbow Dash gave a rueful sigh. "Yeah…thanks Ditzy. When did you get so wise and stuff?"

"I'm a mom." The gray mare winked, "It's part of the job description."

"It's kinda funny…I remember you when you were a counselor in training...we loved having you because you were so much fun to be around, especially when you did something silly." Dash cracked a smile, and Ditzy returned it, albeit somewhat sheepishly. "What is it you used to say whenever you messed something up?"

"It's my first day?" Ditzy suggested.

Dash shook her head. "No, not that, the other one."

"The Daleks did it?"

"No…."

Ditzy's eyes widened in realization. "Oh. You mean…"

"I just don't know what went wrong!" They said together, sharing a laugh. After taking a minute to let that out of their systems, Ditzy brought up a new line of conversation.

"So what do you think of Ponyville?"

Rainbow shrugged. "Eh, it's okay. Could be cooler. I mean, there aren't any racetracks or anything but there's a definite lack of snobbishness, so I guess it evens out."

"The ponies here are really nice." Ditzy informed her. "Dinky really likes it here."

"I guess being a unicorn and living in Cloudsdale wasn't an option?" Dash guessed.

Ditzy Doo smiled with a touch of sadness. "Yeah…"

Sensing she'd said the wrong thing, Rainbow Dash thought of something to lighten the mood. "I bet Ponyville has better muffins though."

"Yup!" Ditzy giggled, her eyes gleaming. "Oh muffins muffins muffins!" She hugged herself giddily. "You've got to try the blueberry muffins! Or maybe the cranberry! Hm…don't tell me, I'm really good at guessing the perfect type of muffin for each pony."

"Yeah, I bet you are." Rainbow Dash looked behind her to see Twilight and Applejack, wondering what they were talking about but mostly making sure they weren't paying attention to her and Ditzy Doo. "Thanks D. You're the best."

Ditzy smiled her most endearingly goofy smile. "Aww, you're being silly." She cooed as she nuzzled Rainbow Dash like a filly, making her blue cheeks flush crimson.

"C'mon Ditzy…cut that out." She mumbled, embarrassed and strangely buoyed.

"So tell me, what's the Princess like?" Her companion asked, prancing about on her hooves. "Is she really nice? I bet she's nice…and pretty! Do you think she'd like muffins?"

An easy smile worked it way across Rainbow's face. "Well, I DO have a few stories…Promise to keep them to yourself?"

"Cross my heart and hope to fly, stick a muffin in my eye!" Ditzy said solemnly, making the appropriate gestures with her hoof to imitate crossing her heart, flapping her forelegs like wings, and then sticking her hoof in her eye.

"…That's a yes, right?" A confused looking Rainbow Dash half-confirmed, half-asked. "Aaanyway, so this one time for April Foals Day, Celestia promised she'd spend the day with me. But of course some kind of prissy noble had a hissy fit about something dumb but couldn't wait a day to see her. I was pretty bummed, but Celestia had an idea so she could do both things at the same time."

Dash's grin grew toothy. "She put me on the throne and put her crown and stuff on me. Then she hid behind the curtains and used a spell to cast her voice through me, like some kind of weird ventriloquist act." Ditzy smiled as she started to picture it. "So here was this rich aristocrat, huffing and puffing about something so stupid I can't even remember it. About five minutes into his rant he looks up and sees yours truly sitting on throne, wearing the crown and all that." Rainbow Dash grinned as Ditzy started giggling. "But wait, we haven't gotten to the best part! After he finishes picking his jaw up from off the floor, I announce—in Celestia's voice—that everything's fine and I AM Celestia, I've just been changed into a filly by a magic spell."

"Hee hee!" Ditzy Doo's eyes were getting moist the more she pictured it.

"So after this bozo finally shuts up he asks if there's anything he can do to help. So Celestia says that she can transfer the spell to another pony, but only one who is currently having a worse day than her. And since Duke Whatsits was just telling us how awful things were for him and she knew he was a loyal subject…" Dash's composure cracked as she started laughing too. "He went dead white in like a second flat! Fell all over himself explaining how it wasn't a big deal and that while he'd just LOVE to help, he was in fact having a good day! A great day even! Then he just gave me a quick bow and bolted for the door! Best April Foals Day ever!"

Ditzy fell on her side, laughing. "Hahaheehee! That's so funny!" She and Rainbow laughed together for a minute while they waited for Twilight and Applejack to catch up. Wiping her eye, Ditzy pointed out an ornate building. "That's the Carousel Boutique, Rarity's shop."

Rainbow Dash's mirth had considerably subsided. "Yeah…thanks Ditzy."

"Thanks again for helping me with the weather Rainbow Dash!" Ditzy smiled. "I'm gonna go fly past the school to see how my muffin's doing." She flapped her wings. "See you later!"

"Bye!" "So long!" "Take care, darlin'!" The three ponies below called as she flew off.

"She seemed very nice." Twilight Sparkle said to Rainbow. "Did you two have a good talk?"

"Heh, yeah." Rainbow Dash nodded. "We were just catching up…she used to be my counselor in flight camp. Good times…what were you two talking about?"

Twilight shook her head frantically. "Nothing!" Applejack nodded, her nose crinkling as her eyes darted from side to side.

Dash shook her head. Worst liars ever. Still, she didn't want to press them if it meant they would dig into her talk with Ditzy. "Whatever, let's go see how Rarity is doing with those decorations."

Walking up to the door of the boutique, Rainbow knocked. "Coooo-ming!" Came the far too cheery voice of Rarity. It made the fur on the back of her neck stand up. The door swung open "Welcome to the Carousel Boutique, where everything is chic, unique and magnifique!" Rarity beamed. "Oh it's you darling! I knew you couldn't stay away for long!"

Rainbow Dash rolled her eyes only to think that if she kept that up, she'd end up looking like Ditzy Doo by the day's end. She walked inside, followed by Applejack and Twilight. "Look, we're here about the decorations for the Summer Sun Celebration? How're those coming along?"

Rarity's eyes sparkled as they lit up. "I just *knew* a mare from Canterlot with your natural beauty would of course be interested in MY exquisite plans for the Celebration!" She danced on her hooves. "I have them all at town hall, just waiting to be hung up."

"Well, great we'll just be going—" Dash turned for the door, only to find it shut. She slowly turned around to see Applejack whispered something into Rarity's ear. Rarity's face took on predatory look that a timberwolf would've been intimidated by.

"Indeed we are going…we're going to the spa!" She said delightfully.

Rainbow Dash was dumbstruck. "To the what now?"

"Maaaake overrrr!" Rarity called as she magically dragged Rainbow to the spa by her tail.

"Heeeeeeelp!" Rainbow Dash reared, batting her hooves as she pawed at the floor. "For the love of Celestia, HELP ME!"

Applejack and Twilight fell against each other, laughing as Rainbow Dash was left alone in Rarity's magical grip, to work her torturous magic upon.

"Nooooooooooo!"


	10. Chapter 10

"I'll do your taxes! I'll foalsit your sister!" Rainbow Dash struggled against Rarity's grip as they entered the spa. "I'll beat up your enemies! Just let me go!"

"Oh shush!" Rarity let Rainbow Dash drop on a massage table, giving a slight nod to the owners, a pair of pink and blue earth ponies. The twins came over and started gently massaging Rainbow's back as Rarity finally released her telekinetic grip on her.

Rainbow Dash squirmed but as Rarity thought, the massage was sooo relaxing that she couldn't make her muscles respond to her commands to jump up and leave…and soon, she didn't even want to. "Aww, yeah…." Dash sighed, practically melting into the table. "This is the shtuff…." Her voice slurred as even her face seemed too relaxed to properly form her words.

Rarity tittered. "Now, darling was that worth all of that struggling?" Rainbow let out an inarticulate groan that could've meant anything or nothing. Beaming with pride, Rarity preened. "I thought as much. Oh, darling you are going to be a marvel once we're finished! Why there won't be a stallion or mare whose eye won't be drawn to your bedazzling features. Who knows? Maybe you'll catch the eye of that *magnificent* stallion from last night whom you're so enamored of." Dash's response, while slurred, was utterly predictable.

"'m not….Shinin' Armorrrr…"

Rarity rolled her eyes. "Of course you're not…" She said primly. "Still, he IS rather dashing…no pun intended darling." She chuckled. "Shining Armor…such a well suited name for such a…well suited stallion." The unicorn let out a noise somewhere between a purr and a squeal. "Did you see the size of his horn? It was tremendous!"

Aloe and Lotus, the twin spa attendants, shared a look and repressed a giggle. Rainbow Dash managed to raise her head and shoot Rarity a glare of pure concentrated anger and protectiveness that the unicorn in question actually felt her coat growing warm.

Rainbow Dash hovered in between a state of wakefulness and snoozing, dimly aware of Rarity wrapping herself up in an embroidered robe behind a screen and dipping her hooves into a warm pool of water. The pegasus sighed, actually feeling relaxed. This wasn't too bad at that…

At least, until Aloe started to give her a hooficure. Her leg gave a sudden twitch as she snorted, jerked back into full consciousness. "Huh, bwa?"

Her rose eyes fluttered as shapes swum back into focus. "Hey, knock that—pfffff!" She sputtered as Aloe started scraping Dash's hoof. Back and forth, back and forth…Rainbow Dash bit down on her lip, her cheeks bulging.

With her keen eye, Rarity missed nothing. "Why Rainbow Dash," Her sapphire blue eyes glittered. "What ever is the matter?"

"Urm, nothing." Rainbow squeaked out, pulling her leg away from Aloe.

"Is that right?" Rarity's horn shimmered as Aloe found herself empty hooved. "Then surely you won't mind if I. Do. This!" She gently massaged Dash's hoof with the scraper.

"Pfff-bwahaha! S-stahap that!" Rainbow Dash squawked trying to wiggle her hoof as Rarity held it firm.

"What's the matter darling? You're not…ticklish, are you?" Rarity grinned.

"N-no! Cut that hahahahout!" Rainbow pleaded, giggling.

"I think you're ly-ing!" Her tormentor said in a sing-song as she kept her up ministrations on Rainbow Dash's hooves.

"Hahahaha merceeehee!" Rainbow Dash begged. "Pleehehease!"

"Only if you promise to stop fussing and let me finish your make over without any, shall we say, escape attempts?" Rarity wheedled.

"I haaha promise!" Rainbow chortled as she finally felt the pressure leave her hooves. "Whooo…" she exhaled, her whole body feeling limp and shaky. "N-not cool…" She shivered, wiping the sweat from her face.

"In the name of fashion, one does what one must." Came Rarity's prim response. "Now, up up up! We have an appointment with the steam room!"

With a weary groan, Rainbow Dash climbed to her hooves and followed Rarity. "S-so…um, could you not…mention what just happened? Ever?"

"You have my word as a lady." Rarity smiled. "Come come, let's make a whole new you!"

The next hour was a whirlwind, even for the fast flying pegasus. Steam rooms, mud masks, hot tubs, brushing, preening, cleaning, drying…she had practice sessions with the royal guard that weren't this exhausting.

At the tail-end of their session Rarity was brushing Dash's mane while the cyan pegasus lay on her belly. Rarity was finishing up some fashion story—Rainbow wasn't listening—when she couldn't help comment: "I never got what the big deal is with…fashion and stuff." Rainbow Dash waggled her hoof vaguely. "It's just not that important…to me." She added at the last possible second in a belated attempt to prevent from ruffling Rarity's feathers. It was too little too late though.

"Rainbow Dash, honestly!" The white unicorn exclaimed, not stopping from brushing Rainbow's coat. "Being fashionable is of extreme importance! Why, the upper crust of Canterlot practically revolves around fashion! Anypony who's anypony pays attention to the latest trends!"

"Ya huh. Even though Princess Celestia, the most important pony like, ever, walks around without clothes?" Rainbow raised a questioning eyebrow. "You can just tell how important SHE thinks it is." Her sarcasm could've peeled paint.

Rarity flinched as if kicked. "Y-yes well, I'm sure the Princess is just busy and—and…" She coughed. "Anyway…it isn't just about impressing ponies."

"It's not, huh?" Saying Dash was skeptical was a bit like saying the sun was warm.

But Rarity nodded. "Of course not! It's about being able to show a pony's true inner beauty to the world! Do you know what it's like to see some poor little filly walking through town, her head hung low and feeling like everypony else in the world is special, but not her?" Rainbow Dash didn't answer. "Well, I have." Rarity continued. "But you'd be amazed how one's attitude towards oneself can change after some time spent with a friend: shopping, doing make-overs, finding just the *perfect* outfit…to have them look in a mirror and not recognize themselves!"

"So you think ponies can be made happy by having them not be themselves?" Dash asked. "They should print that on Hallmare cards."

Rarity hmphed. "That isn't it at all. It's about being able to see their eyes fill with tears as they see themselves looking at an image of themselves they didn't know existed: couldn't believe existed. It's not about showing off, it's about helping ponies find their own true inner beauty, by seeing just how special and amazing they can be. And then they realize that it isn't the clothes that made them special, it was there inside them all along. THAT is what I want to bring out. It's what I do and why I love doing it."

She pursed her lips as she regarded her own flank. "I suppose that's what my cutie mark is about. I loved making clothing and wonderful outfits! But an outfit just isn't…special unless it's being worn and if it doesn't make the wearer look good. I remember back when I was making costumes for a school play…it wasn't until I found some gemstones after an explosion of light that I found how I can make the outfits for the actors just 'pop.' I saw the awe that filled the crowd, even if it wasn't for me per se…it was simply wonderful." Her eyes grew dreamy. "That's when my cutie mark appeared. It's always been my dream to make everypony as happy and beautiful and fashionable as possible…who knows, one day I'll even design an outfit worth of Princess Celestia herself!"

Rainbow Dash felt a flicker of appreciation for Rarity's obvious drive and ambition…even if she really couldn't get past just how lame it was. "Yeah, well, that's…something I guess. Can I get up now?"

"Well, unless I could persuade you try on this lovely bit of make-up I—"

"No."

"Just a little…?"

"NO." Rainbow Dash glared at her. "I let you brush my mane and coat, I went in the hot tubs and steam rooms, but make up is where I draw the line! So unless you want me to dry your hair with a tornado, I suggest you back off."

Rarity cleared her throat daintily. "Well! All you had to do was ask! Then yes, we're done. Now…tell me what you think!" She held up a mirror for Rainbow to look into.

As much as she hated to admit it, it wasn't that bad. Her mane felt silky and each strand fell straight and softly. Her wings had been massaged until they felt nice and springy and her coat practically shimmered a bright blue. She looked, well, awesome. Good looking without being frou-frou. "It looks…cool." Rainbow allowed.

Beaming, Rarity dipped her head. "All in day's work. Now if you'll excuse me, I have some inspired decorations to assemble! Ta ta! We must do this again some time!"

"Yeah…good luck with that." Rainbow Dash added under her breath as she walked out of the spa.  
Across the street was a cafe where she saw Twilight and Applejack waiting for her at an outside table.

"Well, howdy do!" AJ tipped her hat. "Look whose gotten all gussied up!" She grinned, inspecting Dash. "Durn. And here I thought Rarity would've made sure to put some of her purrrty make up on you." Applejack teased. Rainbow Dash glowered, then a wicked smile.

"I convinced her to save it all up for when she takes you to the spa next week."

"Y-you didn't really…didja?" Rainbow Dash gave an enigmatic shrug and turned to Twilight.

"So, what's next?"

"Let's see…after catering, weather, decorations, the last thing is…musical accompaniment. It's being taken care of by Fluttershy and—HEY!"

Rainbow Dash had grabbed the checklist out of Twilight's hooves. "Fluttershy is performing? In front of the Princess? No way! She'd totally have a panic attack and freeze up!" She looked over at Applejack and Twilight. "Don't get me wrong, she's got a totally sweet singing voice, but there's no chance she'd ever perform herself!"

Twilight looked panicked. "Oh no! If she won't perform then the entire celebration will be ruined! The Princess will be offended, Shining Armor will be disappointed in me…they might even blame him and strip him of his rank! Oh no, it'll be chaos! It'll be CHAOS!" She started to hyperventilate slightly as Applejack and Rainbow Dash wore mirroring expressions of concern. As one, they traded glances with each other and gave a weary sigh.

"Sugarcube, you're gettin' all worked up over nothing." Applejack said as she saddled up next to Twilight, draping a leg across her back. "We don't even know that Fluttershy isn't performing yet. And if she ain't we'll just find somepony else. So stay calm, take a deep breath…" She took one herself and waited until Twilight took a breath herself. "There we go, nice an' easy…"

After a few deep breaths Twilight seemed more composed. "O-okay…I think I'm okay." She said softly as she pushed some stray hairs back into place in her mane. Twilight looked at the ground, her face flushing. "I'm sorry…"

Rainbow Dash, feeling responsible for her freak out and remembering what Shining Armor asked her to do, made her way over and gave Twilight a small pat on the back. "Hey, it's okay…it's no big thing."

Seeing the shy unicorn give a small smile, Rainbow Dash returned it with a bigger one as she gently nudged her ahead. "C'mon, let's go see Fluttershy and find out what's up."

The three mares walked together in silence, Twilight flanked on either side by her worried companions. The long walk to Fluttershy's cottage eventually made the silence an awkward one. And Rainbow Dash had never been big on contemplative silence.

"So, Twilight what's up with what just happened?" She asked, ignoring the stinkeye Applejack was giving her, shaking her head and waving her hooves as if to say: Stop! Cease! Desist!

Twilight looked away and mumbled. "Nothing. I just like things to be…just so."

"Sooo you're one of those what do you call it…offensive comprehensive types?"

"Um, that's obsessive compulsive."

"Whatever. It means that you're really ana—"

"Rainbow Dash!" Applejack cut her off angrily.

Twilight shook her head. "It—it's okay Applejack. Anyway, I don't *think* I am…I just like to be in control. Otherwise…" She trailed off.

"Otherwise what?" Applejack asked, her concern outweighing her desire to respect her privacy.

Twilight's lip trembled slightly, prompting her to bite down on it. "When I lose control…I hurt ponies." Her voice was so thick with emotion it looked like she was about to choke.

That's when Rainbow Dash put two and two together. "You mean like what happened at your entrance exam?"

Twilight paled and she started quaking in her horseshoes. "Shining Armor told you about that?!" She wailed as she crouched down, covering her face with her hooves. "I didn't mean to! It was an accident, I swear! I—"

"Whoa, whoa, whoa!" Rainbow crouched down next to her, tucking her wings beneath her, and putting a wing on Twilight's back. "Take it easy! Remember what AJ said about deep breaths? Look at me. Hey, I said look at me!" Her demanding tone made Twilight timidly peek out at her from behind her hooves. "Now listen Twilight. Shining Armor has never said anything about you except for totally awesome things. He talks about how smart and clever you are, how much you study and how strong your magic is…he cares a lot about you, ya know?" Rainbow fidgeted, wishing Ditzy or Celestia were here. This was more their thing than hers. She looked at Applejack who had joined them on the ground, gently stroking Twilight's mane but leaving the talking to Dash.

Rainbow took a breath. "All he told me was that something really freaked you out when you took your entrance exam to get into that fancy magic school. He didn't talk about it with me because he said that you don't like to talk about it and he would never go behind your back like that: his words." Twilight hesitantly pulled her hooves away and looked up.

"Really?" She choked out, sniffling.

"Pegasi's honor." Rainbow Dash held up a hoof, her wings extended. "If you don't want to talk about it, then that's it." Twilight sighed in relief. "But…" The purple unicorn cringed.

"But?" Twilight gulped.

Dash folded her wings back. "Shining Armor told me that he really wished that you could talk about it…and that maybe it'd help you get over it?" She gave a grin that she hoped was encouraging.

Instead Twilight looked like a trapped animal looking for an avenue of escape. "I—I don't know…"

Applejack brushed Twilight's mane out of her face. "Sugarcube I don't rightly know much about magic an' such, but it's plain as the muzzle on yer face that something's eaten you up mighty bad. Ah promise, whatever it is, we won't judge you for it and we'll do our best t'help."

Twilight slowly lifted her head up, like a turtle poking out of its shell. "You…mean it?"

Applejack chuckled. "Honey, you might not have known me long, but trust me: Ah never say *anything* unless I mean it."

"O-okay." Twilight gulped. "I was taking this test to get into Princess Celestia's School for Gifted Unicorns. I had to hatch this dragon egg and—"

"Wait a minute! You had to hatch a dragon egg?!" Rainbow blurted out. "That's just nuts! Where'd they get a dragon egg? Why would that be a test for a filly?"

"I don't know, okay?! It just was!" Twilight answered, clearly antsy. "I tried my hardest but I couldn't do anything-not even the slightest bit of magic. I knew that this was important—that my whole FUTURE would be riding on the outcome of this one test…and I was blowing it!" She was almost hyperventilating again when Applejack pressed her side against Twilight's and started taking deep easy breaths to calm her down. "There was this—I don't know—this big explosion and this light and then my magic just went crazy!" Twilight was shaking like a leaf, even as her two companions pressed themselves against her on either side.

"It's okay. Take it easy…" Applejack said softly. "You don't have to continue…"

But the words were already spilling out of Twilight like a river that had burst through a dam. "I hatched the egg, but then I was making the examiners float in mid-air and my parents! I—I turned them into p-plants!" She wailed, tears streaming down her face. "The dragon became enormous and I couldn't stop any of it! I was out of control…I was a m-monster!" She squeezed out, crying into Rainbow Dash's neck.

The startled pegasus flapped her wings in surprise before settling them back against her sides. "H-hey! It's okay Twilight, it's okay!" She tilted her head down so she could look down at her. "It's over now. Shining Armor's talked about your parents before, so I know they turned out okay, right?"

"Y-yeah." Twilight hiccupped. "But…"

"But nothing!" Rainbow Dash spoke over her. "So your magic acted up and you lost control. That doesn't make you a bad pony for one little accident."

"Yes it does!" Twilight clung to Rainbow Dash tightly, as if afraid to let go. "T-that's w hen I got my cutie mark!"

Rainbow Dash felt her brain slam on the breaks and careen into the side of her skull. "…what?"

Twilight shuddered again. "I got my cutie mark for being an out of control freak! That's what my s-special talent is." She sobbed. "Hurting the ponies I l-love!"

"…That is the dumbest thing I've ever heard!" Dash shouted, ignoring the furious look Applejack shot her. "You didn't get your cutie mark for hurting ponies!"

"But I did!" Protested the distraught Twilight.

Rainbow Dash facehooved. "For an egghead you sure aren't being very smart. You got your cutie mark because you're full of magic! I've never heard of a unicorn doing anything like that—and I've watched those students and they've never done anything as awesome as making a giant dragon!"

"But…my parents…" Twilight whimpered, her eyes red and teary.

Rainbow gently knocked Twilight on the head, as if checking to see if anypony was home. "It was an accident and they turned out okay. So what's the big deal?"

"Rainbow Dash…." Applejack said warningly shooting her best 'you're not helping' look at her. The pegasus sighed and looked down.

"Okay, okay…I'm gonna tell you two something and I'm not repeating myself, so listen up." Confident that she had their attention, Rainbow continued. "When I got my cutie mark…well, I won't go into the details right now though rest assured, it was awesome." She winked and was rewarded with a tiny giggle from Twilight. "But it was during this race when I accidentally knocked a friend of mine off a cloud."

"A pegasus friend right?" AJ questioned.

"Yeah, but she couldn't fly well." She looked away. "I was so caught up in winning the race and beating these two jerks that were making fun of her that I didn't even notice. It was only after…well, after that I even noticed. I wanted to find her to show her my cutie mark but that's when I realized that I hadn't seen her in a while." She swallowed the big lump of emotions in her throat that threatened to choke her.

Twilight hugged her fiercely and Applejack put a comforting hoof on her withers. "Sugarcube…"

Rainbow Dash put on a big, cheesy grin. "H-hey she was okay! Better than okay in fact, she'd gotten her own cutie mark while she was on the ground and she didn't even have a scratch on her. It's all good." Her smile cracked. "But I still felt like a real mule." She sighed. "And I get to be reminded of that every time I tell somepony about my cutie mark story." She looked down for a moment. "That's not what my cutie mark is about though. Just like having some weird magical…stuff happening to your folks isn't what yours means either."

Applejack nodded. "That's exactly right. Ah got my cutie mark after I followed a rainbow home…that meant leaving my aunt and uncle in Manehattan behind. They agreed to take me in and it was only by leaving 'em that I got my cutie mark. That don't mean ah don't love 'em any less than the rest of my kin and it don't mean my cutie mark's about leaving them behind. It's about who I am, that's all." She paused. "Do you think we're bad folk Twilight?"

"What? No!" Twilight shook her head. "Of course not!"

"Then why do you think you are?" AJ pressed. "Dash's right, your cutie mark is about you being a humdinger of a unicorn, not about hurtin' ponies."

Twilight closed her eyes as she exhaled. "…thank you." She whispered as she hugged them both tightly. "Thank you."

Rainbow Dash and Applejack hugged her back. "No need to thank us…we're just doing what friends do." The farm pony rubbed Twilight's back. "It's okay, sugarcube."

Dash nodded. "Besides, from what Shining's told me you WERE accepted, right? So it turned out to be a good thing, in the end."

"I-I guess so." Twilight admitted. "But it was so hard…it only stopped once I used up all my magic. I was asleep for DAYS! And my parents told me that the staff wanted me to be a student because….because they thought it'd be dangerous if I wasn't taught how to control my magic." She looked down. "So I studied and studied and I worked so hard…I never want to lose control like that again. Never."

If Rainbow Dash were of a more literary nature she might've appreciate the irony in the fact that she got her cutie mark after doing something extraordinary that she wishes she could repeat but Twilight Sparkle got hers for doing something she hoped never to do again.

Instead, Rainbow nudged her. "Take it easy Twi. Shining Armor never doubts you, and who are you to doubt him not doubting you?" Before she could properly straighten out that convoluted thought, Dash rubbed Twilight's head. "Now, enough of this soppy stuff. You can watch me kick Applejack's flank in a race!"

"Pff. Dream on sugarcube, you'll be eating mah dust!" The cowpony returned easily.

"Not a chance! You're too bulky; generates too much drag."

"Are you callin' me fat?!" AJ glowered.

Rainbow Dash smirked. "Well, if the horseshoe fits…AMPLEflank." She immediately leaped out of the way and started running.

"Why I oughta—get back here and take your whoopin' like a pony!" Applejack shouted as she ran after her.

Twilight rolled her eyes. "Why is it that I always end up chasing after you two?" She giggled as she started a brisk trot.


	11. Chapter 11

"I-I won!" Rainbow Dash panted as she stopped in a cloud of dust that settled outside Fluttershy's cottage.

"Nuts to that!" Applejack snorted as she pawed at the air in front of her. "Ah did!"

Rainbow flapped her wings, trying to clear the dust so they could see each other properly. "Sounds to me like you've had one too many apples fall on your head. I beat you by a mile!"

"Ah was here first!" AJ maintained, waving her own hat to clear the air.

Then a familiar, hesitant sounded voice spoke up. "Well, technically if you want to go by which pony arrived first, then I guess I won." The two racers turned just in time to see the dust clear away, revealing an immaculate Twilight Sparkle who didn't have so much as a speck of dust on her coat or a hair out of place in her mane.

Applejack felt her jaw drop. "How'd you do that?"

Twilight's horn flashed in answer. "Oh, I teleported." She said as it were the simplest thing in the world.

"From all the way back there?" Rainbow Dash tossed her head, indicating the path behind them." Twilight blinked.

"…Yes?" She said hesitantly, as if afraid she did something wrong.

Applejack whistled. "Whoo-ey! Ah guess you weren't exaggeratin' none when you said you had some powerful magic!"

"I never actually said that but…why would you think that I was?" The lavender unicorn asked innocently.

"No reason…heh, guess I've been hanging around with this 'un too much." AJ chuckled, indicating Rainbow Dash.

The pegasus in question, raised her head and, deciding to take the high road, stuck her tongue out at Applejack. None of them noticed the door behind them opening up or the teal eyes that ever so slightly peered around them. That is, not until a certain white rabbit applied his fuzzy foot to the rump of the cream colored pegasus who owned said eyes, knocking outside. "Eep!" She squeaked, drawing attention to herself.

"Fluttershy, hey…what are you doing on the ground?" Rainbow asked.

"Oh, um, nothing. That is, unless you want me to be doing something. It's nice. The grass I mean." She shrunk down.

Rainbow Dash trotted over, shaking her head. "Fluttershy, seriously? You know me and you saw these ponies at the party, remember?"

"W-well, yes, um but I don't really know them. I'm sure they're really, very nice but ponies I don't know make me a little bit…nervous." She squeaked. "Sorry."

Groaning, Rainbow helped pull Fluttershy to her hooves. "A little, huh? Well, this is Applejack and Twilight Sparkle."

"Oh yes, I know Applejack." Fluttershy scuffed the ground with her hoof. "I do check ups for her dog, Winona and sometimes I talk to the animals on her farm so they don't eat too many apples."

"Darn good job you do too." AJ nodded approvingly. "You're always welcome to stop by but ah swear you like talking to them little varmints better than you like talking to ponies." Her tone was light but Fluttershy flinched.

"Oh no! I mean, well, yes I do but it's just that animals are much easier to talk to—but I'm sure you're easy to talk to also, it's just….I don't know…" She curved into a little squeaking ball, utterly tongue tied.

Applejack kneeled down in front of her. "Steady there pardner, it's okay. Ah was just funning ya." She took on a calm even voice, the kind she used to try to settle a panicked sheep or cow to prevent them from stampeding.

Rainbow Dash nudged Twilight. "Go on, say hi."

"Um, hello?" Twilight said, smiling nervously.

"…Hello." Fluttershy returned. The two spent a moment shyly looking at everything but each other. Rainbow Dash swore she could actually taste the awkward. She subtly poked Twilight in the side with her wing.

Leaping a little in shock, Twilight shook her head and that seemed to clear the cobwebs. She coughed. "So Fluttershy, we're here to see how the music is coming for the Summer Sun celebration? I hear you're performing?"

Fluttershy's eyes widened as she shook her head quickly. "Oh no! I mean, I'm not…but my birds are."

"Your birds?" Twilight was confused.

"Oh yes." The canary yellow pegasus' eyes lit up. "Would you like to meet them?"

She seemed so excited that it was impossible to refuse her "…Sure." Twilight agreed amiably. Applejack and Rainbow Dash nodded as they followed Fluttershy around to the back of her house. There they saw what could only be described as a menagerie of every type of animal imaginable. Rabbits, cats, dogs, mice, ferrets, ducks, a dozen types of birds, badgers, moles, otters and more.

"Oh wow…" Twilight's eyes widened. "This is really incredible!"

"Hate to have to clean up after them." Was Rainbow Dash's ever appropriate nugget of wisdom. AJ nudged her but didn't say anything.

Fluttershy, well, fluttered over a tree where several of the birds had gathered on the branches. "These are the birds who will sing for Princess Celestia…they're so wonderful!"

"Cool!" Rainbow Dash flew up quickly, nearly startling the birds (and Fluttershy) into flight by her sudden appearance. "Mind if we get a sneak preview?"

"I-I don't know…" Fluttershy's smile withered. "I just get so nervous in front of other ponies…"

Rainbow was nonplussed. "Then…how are you going to conduct or whatever your birds in front of Princess Celestia and the town?" Fluttershy led out a strangled squeak as her wings locked to the sides of her body and she fell to the ground, landing on her back. She didn't budge. Sheepishly, Dash hovered over her. "…I'm guessing you really didn't think about that before I just said it, huh?" She took Fluttershy's 'eep!' as a yes.

"Way to go Rainbow Dash." Applejack grumbled, walking over to the prone pony. "There now, no need to get upset sugarcube. No need to get stage fright."

Fluttershy let out a little gasp of pure horror. "T-there's going to be a stage? No pony said anything about a stage!" She squeaked.

Rainbow Dash quickly shoved her hoof in Applejack's mouth. "What she means is that everypony will be watching Cel—I mean PRINCESS Celestia!—as she comes out. The birds will be there for, like, background music. They probably won't even notice that you're there."

Cautiously, Fluttershy lifted her head up off the ground. "Really?" Her voice was tinged with hope.

Winking, Rainbow helped pull Fluttershy up. "I'm positive!"

Fluttershy smiled as her wings started beating. "Oh, that's good! Um, do you think we could practice that?"

"….You mean us practicing paying attention to the birds singing instead of you?" Applejack checked. The pegasus nodded. She shrugged. "All right sugarcube, if that's what you want."

With a delighted squee, Fluttershy flew over to her birds. "Okay, let's take it from the top!"

Rainbow Dash, Twilight and Applejack watched as Fluttershy led a dozen different birds and somehow manage to make it sound like a harmonious whole. When she was done, all three of her visitors applauded politely—making sure their applause was soft and that their eyes were on the birds.

"Woohee, that was something else!" Applejack proclaimed. "Ah'd wake up to that kinda singing any day!"

"See, what'd I tell you Fluttershy?" Rainbow smiled. "Nothing to worry about!"

Twilight meanwhile regarded the whole display with awe. "You must've studied a lot of books to get so good with training them!"

"No, I don't really train them. I just ask them nicely. They're my friends." Fluttershy rubbed her cheek against the head of a cardinal.

The unicorn's face fell. "Oh. That's…certainly something."

"Why the long face?" Applejack asked.

"Our faces are always long, it's part of pony anatomy…" Twilight started before finding Rainbow Dash's hoof in her mouth. After giving her a cock eyed look, Dash withdrew her hoof. After wiping her mouth to get the taste of hoof out of it, Twilight flushed. "Oh, you um, meant that metaphorically. It's nothing."

"Didn't sound like nothing. C'mon now, what's up?"

Twilight squirmed. "I guess I'm just finding it a little…I don't know, disconcerting to see just how many ponies just have these natural talents that don't require any studying. Like you and apples, Fluttershy and her animals, Rainbow Dash and her flying…I have to work and study and practice in order to master my talents. It makes me wonder…"

"If there's something wrong with you?" Rainbow Dash finished, making a face. "Oh come on, didn't we just go over this? Just because there isn't a book about how to make birds sing or be awesome or…apple-y," she gestured vaguely in Applejack's direction, "Doesn't mean that we don't practice or work hard, even if it is our natural talent."

Fluttershy nodded. "Rainbow Dash is right. I may be able to communicate with animals but that doesn't mean I always knew just how to take care of them or help them when they're sick."

"Really?" Twilight looked a bit hopeful.

"Oh yes! Even after I started talking with the animals I still needed to earn their trust. That took a lot of time. But it was all worth it." A pair of birds landed on her shoulders and rubbed their beaks against Fluttershy's cheeks.

Twilight couldn't resist cooing. "Aww…how'd you figure out that you could communicate with them?"

"There's not much to tell." Fluttershy looked down shyly. "It was my first time on the ground and I was amazed by all the bunnies and squirrels and all the other animals." Rainbow Dash's wings subtly twitched, knowing what Fluttershy had chosen to omit. "But when they were startled away by this loud noise I went after them. I wanted to tell them that it was okay and it was safe…and they understood!" Fluttershy let out a quiet squeal of glee.

It was impossible not to smile at her adorable enthusiasm. "That's really amazing." Twilight smiled, coming out of her shell slightly. She reached out to gently pat one of the birds…only to have them squawk loudly and take to the air, flapping about her head. "Augh!" Twilight flailed her hooves and ran back and forth. "Get them away!" She shrieked, panicking the rest of the birds as they flew this way and that, pecking at the loud angry purple thing.

"Oh my goodness, oh my goodness. Please, calm down…" Fluttershy softly called after the birds.

Rainbow Dash shook her head, mentally reminding herself to tell Shining Armor about this. "Twilight! Can't you just teleport away?"

"Y-yes!" Twilight gasped as she closed her eyes and focused. She vanished in a flash of light…only to reappear inside Fluttershy's chicken coop. "Aaaah!" She burst out covered with feathers and followed by a half dozen angrily squawking and pecking chickens. Rainbow Dash was rolling on her back, holding her belly and laughing.

"P-please, stop…" Fluttershy went unheeded. The chickens drove Twilight across the yard until she tripped over a tortoise and found herself face to face with a foalhood fear. "S-snaaaakes!" She screamed as she leaped a good five feet in the air and started running as fast as she could, not stopping until she ran smack into Applejack.

"STOP!" Fluttershy shouted, almost reaching a normal speaking voice. She looked at the birds, chickens, snakes and other agitated creatures. "I need you all to calm down." She gave each of them a certified Look. Rainbow Dash, who was busy looking at the shivering Twilight, only saw it in the corner of her eye. But even that was enough to make her shiver to the tips of her wings. It was like the look of a dozen Princess Celestias and mothers combined and focused at a particularly naughty foal. Within seconds, each and ever critter made their way back to their habitats, homes, coops or whatever as they sat in petrified silence.

Then like a sudden summer storm, it passed as quickly as it had arrived. Meek, shy Fluttershy was back. "I'm so sorry, I don't know what happened…" She hid her face behind her mane as she regarded Twilight. "It's okay now…d-do you need anything?"

"Can you spare a cup of dignity? I'd really like that." Twilight groaned from her place behind Applejack, idly rubbing her hen-pecked rump.

"S'okay sugarcube, I'm sure they were just a mite peckish…er, no pun intended." AJ said comfortingly. "C'mon, why don't you and Rainbow Dash get a bite to eat while I help Fluttershy feed these critters? We'll meet back at the farm for dinner, okay?"

Twilight nodded. "Sounds like a plan to me." Rainbow said. "Let's go Twi." Her eyes glinted in humor. The mortified unicorn groaned as she realized that she would never hear the end of this.

"A-and then when you appeared in the chicken coop?" Rainbow Dash fought down her giggles as she tried to get through the story. "I thought I was gonna molt my feathers, I was laughing so hard!" She hugged herself with glee as she grabbed another hayfry.

"Yes, Rainbow, I know. I was there." Twilight's voice was pure deadpan. "It was ten minutes ago and you've spent the last five reliving it point by point."

With a cherubic smile, Dash swallowed her hayfry. "Heehe, sorry. You're a real riot Twilight Sparkle."

"Thanks." Wow, did it just get cold out all of a sudden?

Rainbow Dash shook her head. "I'm just kidding. Hanging out with you has been pretty cool."

"It has been kind of nice." Twilight admitted. "Until the whole animal fiasco anyway."

Rainbow Dash shrugged her wings languidly. "I've seen worse."

"Really?"

"Yeah."

Twilight waited but no elaboration seemed forthcoming. "Would you care to-?"

"I would not."

"Oh." Twilight took a bite out of her daisy sandwich while Rainbow Dash mentally relived why racing through the Canterlot Gardens with Philomena had not been one of her better ideas. They ate in silence for a while before Twilight had something else on her mind she wanted to ask. "Are you ever going to tell anypony here about you and Princess Celestia?"

"Hay no!" Dash said, spraying crumbs across the table. After taking a drink to wash the remainder down, she continued. "Why would I? You, Ditzy Doo, and Fluttershy already know. I'm only staying until the Summer Sun Celebration and that's the day after tomorrow. Who else would I tell?"

"Well, there's Applejack and her family, Rarity, Pinkie Pie…"

Rainbow Dash rolled her eyes with such vigor that she almost passed for Ditzy's twin. "Are you kidding? The ponies in this town are…are…"

"Crazy?" Twilight offered helpfully.

"I was going to go with completely feather-pulling, headache-inducing, bizarre, annoying, random mental patients, but yes, crazy will also do." The cyan pegasus sat back in her chair.

"I think they like you." Suggested Twilight hesitantly. Rainbow didn't have an answer to that.

"…I guess." She finally allowed. "And they were pretty fun. But how fun do you think they'd be if they treated me like royalty? Applejack probably wouldn't race me anymore and Pinkie's parties would all become boring fancy tea parties and Rarity…okay she'd probably act the same. Maybe even become worse." She shuddered.

Twilight took a sip of her water. "I guess I can understand that. You don't want ponies treating you like you're different or super special?"

Rainbow Dash blew a raspberry. "Heck no, that's not it! I AM different, I am special! But I'm not special because Princess Celestia is my teacher. She's my teacher because *I'm* special, you know?"

"Wow." Twilight nodded. "You are just, so modest I can't comprehend it." Her voice became snarky.

Dash didn't deny it. "Hay, if you aren't willing to sing your own praises, nopony else is going to do it for you. Especially not in Canterlot. Not unless there's something in it for them." She said a touch bitterly.

Twilight fidgeted. "That seems a bit…cynical."

"Which one of us has spent more time being shown around the high society types, you or me?" Rainbow made a face. "I know what I'm talking about with them. And at least I'm *honest* about it. You would not believe how many rich ponies do something like donate money to an opera or a museum or something just so they can get some recognition for being a 'patron of the arts'" Rainbow made quotations in the air with her wing tips. "Then they'll put on this fake modesty bit while fishing for even MORE recognition! Fake modesty is usually a mask for an even bigger ego." She half climbed out of her seat, her hooves pressed against the table as she leaned over. "So if you want to call me egotistical for sticking up for myself, go right ahead!"

It wasn't until she had finished her rant that she realized that she was essentially looming over Twilight Sparkle, who had shrunk down in her seat attempting to not be seen.

"I'm…" Twilight choked out, her eyes shiny. "I'm sorry. I-I didn't mean it, I—"

Rainbow Dash winced as if kicked in the belly. "Oh…oh geeze. No, I'm sorry Twilight." She forced herself back into her own chair. "I just let those…creeps work me up so much sometimes…I didn't mean it."

"R-really? You're not just saying that?" Twilight asked, sounding almost pathetically hopeful.

Nodding fiercely, the Pegasus held up her right hoof. "I swear, I'm really sorry. If you want to, you can go ahead and sock me one." She tilted her head to the side. "Go head, give me one."

"Rainbow Dash!" The poor unicorn was horrified. "I would never hit anypony!"

"Go on, it's no big deal. You know how many ponies would love the chance I'm offering you? Only, could you be sure not to get my good side?"

"I—no! No I'm not hitting you!"

"Oh." Rainbow Dash made a show of wiping her forehead in relief. "That's a relief. I'd hate to get on the wrong side of such a *great* and *powerful* unicorn as you." Twilight colored at her companion's over the top antics.

"Rainbow Daaash…" Twilight laughed. "You are so strange!" Dash just winked and poured some of her hayfries onto Twilight's plate as a peace offering. Unable to think of anything else to say she couldn't help blurting out "Which side is your good side anyway?" She almost chipped her teeth as she crammed her own hoof into her mouth, hoping Rainbow didn't hear her.

No such luck. The pegasus laughed before taking on an exaggerated look of offense. "You mean you can't tell?" She put a hoof against her chest as she fanned herself with her other, doing a fine impression of Rarity. "Why don't YOU tell me which side you think is my good one?"

"I don't know…." Twilight started, feeling flustered by the smug look on Dash's face as she took a sip of her drink. A mischievous thought crossed her mind as she thought of a perfect comeback. "You're probably sitting on it."

Rainbow sputtered, spilling her drink down her front. Twilight laughed at the gobstruck look on her face. "You—I—what?"

"Just the sort of eloquence I'd expect from Princess Celestia's student." Twilight giggled as Rainbow Dash dabbed herself dry with a napkin.

It wasn't long before she thought of her own comeback. "Soo…you've been checking out my backside? Can't say I blame you." She leered as Twilight's face reddened.

"That isn't…I mean—it was just a joke!" Twilight frantically waved her hooves in front of her.

"I think you're protesting too much." Dash teased as the unicorn only got more flustered. She laughed. "Heh heh…wow this conversation took a weird turn."

Twilight grumbled inaudibly how Rainbow Dash took a weird turn…presumably at birth, but was smiling as she said it. "Y-yeah. I…I never acted like this before! I mean, Shining Armor and I tease each other sometimes but never like this!"

"Hey, it's what friends do." Rainbow Dash reminded her, giving her a gentle shoulder punch. "

"You know, back before—well before, I thought you were going to say how you hated how ponies tried to act nice to you in order to get favors with the Princess." Twilight said softy.

"Well...don't get me wrong, that is really annoying. But it doesn't take long for the high-brow types figured out that they were barking up the wrong cloud when they pull that with me. By the time I'm finished they usually don't want to have anything to do with me. And if I want to really wow anypony, I'd just show off some of my fantastic flying. They'd be eating out of my hooves in…well, you know." Rainbow smirked, flexing her forelegs.

"So modest." Twilight quipped, her eyes light with humor. Her companion did give a weak nod.

"Yeah well…okay, maybe I DO brag a little too much…"

"A LITTLE?" Twilight said incredulously, but Rainbow spoke over her.

"But if I was super-modest and stuff the Wonderbolts would never look at me twice!" She took a sip of her water. "I mean, don't you have any dreams that you want to fulfill?"

"Yeah, everypony has dreams." Twilight admitted.

"Well, go on: what is it?" Rainbow leaned forward.

Twilight looked from side to side before lowering her voice. "I-I always wanted…" Rainbow leaned forward even more. "To read every book in existence!"

"…" Rainbow Dash facehooved only to regret it as she promptly face planted onto the table when she overbalanced. "Ow…" She rubbed her nose. "Seriously, that's it? That's your greatest dream?"

Confusion reigned on the unicorn's face. "What do you mean?"

"…Never mind." Rainbow Dash groaned. She was saved from further queries by the clip clop of tiny hooves on the ground. The two mares look up just in time to see a purple-gray unicorn filly with a blond mane run up to them. "Dinky?"

"Hi Rainbow Dash!" The filly waved. "Who's your friend?"

"Dinky, this is Twilight Sparkle. Twilight, this is Dinky Doo. She's Ditzy's daughter."

Dinky waved. "Hello! You're really pretty!"

"Awww, hello Dinky!" Twilight cooed. "Nice to meet you."

"What's up squirt?"

"Momma was wondering if you wanted to come over for muffins and milk." Dinky peered up over the table. "She said she ran into Applejack and she's there waiting for you."

Rainbow Dash gave her a look. "Ran into Applejack huh? You sure it wasn't the other way around?"

Dinky giggled. "Maaaybe." Rainbow mussed her mane before she got up.

"Come on Twi. If you're not gonna be a nerdy shut in anymore, you've got to learn how to play with foals. Maybe we can round up AJ's little sister and make it a proper play date."

Twilight bit her lip. "Um, well I don't know, I've never really-" Dinky looked up at her with big pleading eyes, her lower lip jutting out in the slightest of pouts. Twilight didn't stand a chance. "Oh okay."

"Hooray!" Dinky cheered.

Rainbow Dash grinned as the enthusiastic filly bounced around Twilight, asking her all sorts of unicornish stuff about magic. She was really starting to like Ponyville. As annoying as some of the ponies could be, at least they were…genuine. Besides, who could turn down free muffins?


	12. Chapter 12

"…took on responsibility for both sun and moon, and harmony has been maintained in Equestria for generations since!" The book closed. "You see? Now that is how the Princess…"

"Look! It's Rainbow Dash!" A crowd of fillies and colts fled to the windows as Cheerilee repressed a groan. That filly had only been in town for two days and already she could completely interrupt a lesson just by flying past. She hoped that the novelty of the new visitor would wear off and that Ponyville's foals would divert their attention elsewhere. Thus far, no such luck.

"Now, class…." The ringing of the school bell, signaling the end of the day cut her off and she quickly had to leap to the side to avoid a stampede of little ponies. "Fine, remember to have fun at the Summer Sun Celebration!" She called.

Outside Rainbow Dash delighted in the chorus of cheers and shouts that greeted her as the fillies and colts ran out of school. They jumped and waved, eager to get her attention.

With a loose wave, Dash zoomed down at the ground, a rainbow in her wake. She flew just over their heads, blowing manes wildly out of place as they stomped and cheered. A tight Immelmare's turn sent her soaring back up into the wild blue. The wind tugged at her mane and tail sending them flapping in midair. Her feathers stretched out as if trying to catch the air itself. She looped around the schoolyard once, twice and on the third time did a series of barrel rolls. Rainbow Dash then evened out and zipped across the rooftops, her hooves delicately strutting across them as she half-ran, half-flew across from house to house until she reached the end of the street.

Then, with a final somersault she landed hard on her hooves on the street below, right in front of the local restaurant. She breezed in and took a seat at one of the outdoor tables, scoping the menu.

This was the life. Hot piping breakfast each morning at Sweet Apple Acres, a whole day of flying (when Twilight wasn't dragging her around to oversee preparations), naps in the clouds, competitions with Applejack, snacks with Fluttershy, more flying, dinner with Ditzy and Dinky, and then back to the farm for the night. Rinse and repeat.

A pair of massive hooves covered Dash's face from behind. Her forelegs flailed in surprise. "Guess who Dashie?" Teased a familiar sounding voice.

"Shining Armor you pinhead! Lemme go!" She grunted, spinning around the second he let go of her. "Jerk!"

The large unicorn laughed at the indignant look on her face. "Aww, c'mon Dash…" He pouted. "I missed you kid. How're you doing?"

Rainbow Dash brightened immediately, which of course had nothing to do with the admission that he actually missed her. At all. Likewise the fact that her heart skipped a little beat was a coincidence. Totally.

"It's. Been. Awesome!" She threw her hooves up. "I get fly all I want, get great food and no boring lessons or snobby ponies to ruin things. It's a blast."

"Glad you're enjoying yourself." Shining mussed her mane. "How's Twiley doing?"

"Twilight's actually…pretty okay." Rainbow said after thinking about it. "I think she's having some fun and she actually got to meet some ponies without completely shutting down. She's kinda cool once she stops being all nervous or nerdy. No offense." She added as an afterthought.

Shining Armor didn't seem offended. "That's great news! I was hoping that if any pony could get her to loosen up a bit and gain a little confidence, it'd be you."

Rainbow had to clamp down on her jaw to prevent a squeal of delight. Even so her hind legs did a little kick of joy, safely hidden from view under the table. "Y-yeah?" Her voice broke so she cleared her throat, as if that would really help. "Well, we actually kind of got to talking a bit about stuff…like the entrance exam thing." Shining's eyes widened. "Yeah…it was pretty heavy. She was really torn up about it, but Applejack and I—that farmpony you met before?—tried to get her to look at it differently. I don't know how much of it she really go but—!" She was abruptly cut off when Shining Armor enfolded her into a full body hug. "S-shiny?"

"Dash…I don't think I can ever thank you enough." He said softly into her ear. "I've been trying to get Twilight to deal with what happened and to get out and make friends for ages…thank you SO much."

Rainbow Dash's cyan cheeks erupted into a bright red blush that seemed tinged with purple the hotter it got. Her mouth refused to form words and just settled for randomly opening and closing her mouth like a fish out of water.

When—too soon!—Shining Armor stepped away, he gave Dash a small smile. "I'm going to go see Twilight myself. When you're done here Princess Celestia would like to see you. She has a room upstairs in the town hall in preparation for her appearance in the morning. It's been great seeing you Dash. I owe you big time." With a sharp salute offset by an easy going smile, the royal guard turned and trotted off.

Rainbow Dash slumped back into her chair, a goofy grin plastered to her face…until the rest of his message sunk in. Celestia wanted to see her? She gulped.

Suddenly she wasn't hungry anymore.

About an hour later found Rainbow Dash trotting up the stairs to the upper-level of Ponyville Town Hall. The pair of white pegasi in gold armor told her she was in the right place. "Hey guys…uh, the Princess wanted to see me?" She half hoped that they would turn her aside. But no, they turned and stood aside, one of them opening the door for her. The moment she stepped it she heard the door shut firmly behind her. It had a certain finality to it.

"Celestia?" Rainbow Dash asked as she trotted inside the Princess' room, her words were informal but her tone was nervous. The last night they had seen each other had NOT ended on the best of terms.

For a moment she thought that the Princess wasn't there. Then she heard a soft, elegant sigh that spoke of tremendous weariness and love. "I had hoped I would get to see you tonight."

This was not what Rainbow Dash was expecting. "Um, why?" She slowly made her way inside. "Celestia? You okay?"

Another student might quail at the thought of addressing Princess Celestia so informally, even in private. With Rainbow Dash, Celestia had to remind her to address her as Princess when in public. If she had to listen to one more stuffy noble complain about her student's 'impropriety' … "Yes, I am." Celestia sat upon her bed, her legs tucked beneath her. She gently padded a space next to her with her wing.

Rainbow Dash gave a single flap and hopped up on the bed next to Celestia. She felt Celestia's giant wing enfolding her, drawing her close. Dash expected a royal chewing out, not this…this brought her back to all the times Celestia would do this when Rainbow Dash was just a filly. As much as she lov—liked her mentor, she was glad there wasn't anypony around to see this. It made the image-conscious pegasus feel a little embarrassed at being coddled and fussed over like a fledgling again…even if she liked on another level. Especially because she liked it.

"So…what's up?" Rainbow Dash asked hopefully that this was NOT about last night they saw each other. She bit her lip as she felt Celestia's feathers stroke her back.

"I just thought that we should talk. It seems as if we haven't been able to spend as much time together as I would like." She exhaled. "Is there anything *you* want to talk about?"

Rainbow Dash fidgeted. "Um, nice weather we're having?" She gave her widest, cheesiest grin. It never failed to make Celestia smile. Her student was just so *cute* when she thought she was being subtle.

"Yes, I suppose we are at that." The Princess of the sun laughed, leaning her head down to nuzzle her student while gently tousling Rainbow's mane with her hoof.

"Ack! Heeey!" Rainbow Dash whined as she feebly shooed Celestia's hoof away and set about to fixing her mane.

Celestia chuckled. "I was referring more to how you were doing." She looked at the young pegasus. "I saw you practicing this afternoon."

"Heh, yeah." She shuffled her wings. "Just needed to stretch my wings a bit."

Nodding in understanding, Celestia met her eyes. "So you're wings were feeling…cramped?"

"Um, I guess so." Rainbow Dash looked away.

Celestia kept her face neutral. "I see. But now your wings are feeling more…free, here in Ponyville than in Canterlot?"

Rainbow Dash leaned her head against Celestia's side and sighed gently. "I guess. Don't get me wrong!" She quickly added, looking to see if the Princess was offended (she wasn't). "I like Canterlot fine but…"

Princess Celestia smiled before taking on an exaggerated pout. "What's the matter my faithful student? Here I thought you liked all the fancy dinner parties and soirées!"

Dash groaned. "I'd rather you banished me, then threw me in a dungeon in the place you banished me to than go to another one of those!"

"I know. I get that a lot." Celestia nuzzled her. "I just fear that sometimes you spend too much time by yourself. There are many young ponies in Canterlot for you to meet. Besides," she winked. "I like showing you off."

Rainbow Dash gave a preening smile. "Yeah, I know how awesome I am…" It was hard to tell how much was boast and how much was humor. Her smile slipped. "But everypony there was just so dull! They wouldn't know a good time if it flew in front of their face! It's all about who's dating who and so and so's new yacht and, gag, fashion!" She made as if to be physically ill. "None of them have any taste for fun! I tried inviting them to see the Wonderbolts but all they wanted to do was sit up in the private boxes and chatter while the race was going on! They didn't want to mingle with the fans or cheer or anything!" She rolled her eyes. "Gimme a break! So uncool."

Celestia nodded knowingly. Rainbow Dash was very impatient with other ponies who didn't share her interests, especially if they favored activities that were low-intensity. She took a lack of interest in her favorite things as a lack of interest in her. "So you'd were content to just spend time with me and the guards?"

"Hay, yeah!" Rainbow blurted out. "The guards at least are good for a race or a competition now and then. I mean, they're hardcore! If I tried that with any of those snobs they'd end up with bruises and run home whining. They're cool…and you're really cool!"

That made Celestia's heart melt at just how eager and earnest she sounded. Rainbow Dash wasn't one to ingratiate herself—in truth they've had more than one argument. What she said, she meant, which made her a rarity in the royal city. "Thank you my dear."

The cyan pegasus fluttered her wings bashfully. "You're welcome. Honestly, if it weren't for you that place would be the boredom capital of the world."

"So, I take it that you're enjoying yourself here in Ponyville?" Celestia asked. "Away from all those stuffy nobles and your stuffy teacher?" Her tone was light, even teasing but Rainbow Dash still flinched. "What is it?"

"I'm sorry!" Rainbow Dash looked away, not wanting Celestia to see the tears welling up in her eyes. Celestia's wing rubbed her back, drawing her closer to her friend and mentor.

"What ever are you sorry for?" Celestia asked as Rainbow's head lowered itself on the bed.

"I know I'm not the pony you would've wanted to be here. I know I'm not a good student that I argue a lot and cause you trouble…"

"Rainbow Miriam Dash." Celestia tilted Dash's head up. "You are a wonderful student. You've worked very hard and your training has been excellent. You've reached every bar I've set for you, physically. True, your mind could use a little broadening, and you could use a little maturing…but you have grown to be a wonderful mare. You are strong, brave, talented, and you always speak your mind. And if we quarrel, it is because we have different ideas on what is best for you. I'm proud that you have your own opinions…I just wish you would think a little bit more before you form them." She gently flicked Rainbow's muzzle, prompting a giggle from her.

"S-so you're not mad at me?" Rainbow squeaked, her voice breaking from emotion.

"No…I'm not." She smiled as she heard Rainbow Dash sigh in relief, practically melting against her side as the tension poured out of her. The two lay there for much of the night, drawing comfort and strength from the other's presence. As night began to wane, Celestia stood and walked to the window.

Curious, Rainbow followed her. She stared out at the bright vision of the moon, marred only by the dark curve that almost seemed to be a mare's face, staring down upon them.

"It's almost time." Celestia murmured, watching as four nearby stars slowly converged on the moon. "You need to go."

"Go? Why?" Dash asked. "Time for what?"

"A nightmare." Celestia hung her head. "Of my own making."

"Say what now?"

There was a pregnant pause before the Princess responded, but in a way Rainbow Dash did not expect. "Do you recall the legend of Nightmare Moon, the origin of Nightmare Night?"

"I kinda cared more about getting free candy and pranking ponies than listening to ancient mythology…" Her student admitted. "Why?"

"Because it isn't mythology nor even a legend. It is true. It's all true." Celestia sighed. "Please, go now. Before it's too late."

"Wait? Go where? What's going on?" Dash stomped her hoof. "I'm not going anywhere until you start making sense! If you've got a problem, then I'm staying!" Rainbow Dash tilted her head up defiantly, a fire practically blazing in her eyes.

Celestia chuckled tiredly as she surprised Dash with a nuzzle. "I had wished that you would not be here to see this." She said softly. "But I suppose I should've known better.

"Princ—Celestia…What the hay's going on?!" Rainbow demanded all pretense of decorum gone.

The ruler of Equestria's voice took on a heavy tone. "It began a thousand years ago…when somepony I cared very deeply about fell victim to her own jealousy and bitterness and was transformed into a wicked mare of darkness, Nightmare Moon. I…tried to reason with her. But I failed. In the end she was banished to the moon. And now she is returning to Equestria."

"Well, why don't you just do it again?" Rainbow Dash asked. "Stop her, banish her, or whatever?"

Celestia shook her head. "Last time I was fortunate and our battle was swift. That will not be the case this time. If I were to engage her myself the damage, even if I were victorious, would be tremendous. Many ponies would be hurt…and worse. That is unacceptable. Nor can I allow her to destroy my connection with the Sun, and doom the world to eternal darkness. So I must pursue a third option."

"Which is?" Rainbow prodded.

"I shall become one with the sun." Celestia stood tall. "As long as the sun exists, so shall I. And as long as I exist—in some form—the connection between the sun and Equestria remains intact."

The cyan pegasus was sure this was all very important and all but that didn't mean she understood what the Princess was talking about. "What the hay does that even mean?"

Celestia paused before looking Rainbow Dash squarely in the eye. "It means that I will no longer exist as I am now. I will surrender my body, my mind…everything that makes me Celestia and be reduced to my essential connection with the sun. I will, effectively, die."

Rainbow Dash's jaw dropped. "B-but you can't! Y-you can come back right…right?" Her voice took on a panicked tone as Celestia didn't answer. "P-princess?"

"I am…not sure." The Princess admitted.

"Then don't do it!" The rainbow mare cried.

She held up her hoof. "It has already begun." Rainbow Dash's wings flared out in shock and horror as she saw the ends of Celestia's hooves start to glow a bright golden light and slowly start to dissolve into a golden mist.

"Oh my gosh oh my gosh…you can't!" Dash pleaded, tugging on Celestia's foreleg.

"Listen to me! There isn't much time." She grunted, closing her eyes. "What happens to me now can not be changed and isn't important. What needs to be done is to stop Nightmare Moon."

Rainbow Dash shook her head, her eyes wet with tears. "H-how? Why me? Why didn't you ever TELL me about all this?"

"I'm sorry." Celestia looked genuinely heartbroken. "I could not tell you because I knew you would try to stop me." She took a steadying breath. "Even now, I wish I could tell you more…but Nightmare Moon is dangerous and clever. If I simply told you what to do now she would rip that knowledge from your mind the second she arrives and take steps to ensure her triumph. You must find your own way to stop her. But never fear my faithful student. You already have everything—and everypony—you will need."

"N-no…no…" Rainbow sobbed as she pressed her head against Celestia's neck. "Please…don't go."

"Rainbow Dash…" Celestia sighed as she wrapped her student up in her wings. She cast a quick look out the window. The stars were almost at the moon now. It wouldn't be long. "Please…let us not have our last few moments be spent on wishing things could be different. Instead, let's celebrate what we have together."

Rainbow sniffled, her tears falling down her cheeks in a way that would've mortified her at any other time. But right now, she didn't care about that. Before she even realized what she was doing, she fell into a gentle voice that seemed to speak straight from her heart.

"_I've heard it said,_

_That ponies come into our lives for a reason_

_Bringing something we must learn_

_And we are led_

_To those who help us most to grow_

_If we let them_

_And we help them in return_

_Well, I don't know if I believe that's true_

_But I know I'm who I am today_

_Because I knew you_

_Like a comet pulled from orbit_

_As it passes a sun_

_Like a stream that meets a boulder_

_Halfway through the wood_

_Who can say if I've been changed for the better?_

_But because I knew you_

_I have been changed for good."_

Celestia smiled and gently stroked Rainbow Dash's back with her hoof.

"_It well may be_

_That we will never meet again_

_In this lifetime_

_So let me say before we part_

_So much of me _

_Is made of what I learned from you_

_You'll be with me_

_Like a hoofprint on my heart_

_And now whatever way our stories end_

_I know you have re-written mine_

_By being my friend..._

_Like a ship blown from its mooring _

_By a wind off the sea_

_Like a seed dropped by a skybird_

_In a distant wood_

_Who can say if I've been changed for the better?_

_But because I knew you…"_

Rainbow Dash gave a shaky grin. "Because I knew you…"

Celestia smiled and joined her in singing. "I have been changed for good."

Princess Celestia dipped her head.

"_And just to clear the air_

_I ask forgiveness_

_For the thing I've done you blame me for."_

Rainbow Dash shook her head.

"_But then, I guess we know_

_There's blame to share."_

As one the two agreed, "And none of it seems to matter anymore…" as they then fell into an alternating rhythm.

"_Like a comet pulled from orbit…"_

"_Like a ship blown from its mooring…" _

"_As it passes a sun."_

"_By a wind off the sea"_

"_Like a stream that meets a boulder…"_

"_Like a seed dropped by a bird in…"_

"_Halfway through…"_

"…_the wood." _They joined together again.

"_Who can say if I've been _

_Changed for the better?_

_I do believe I have been_

_Changed for the better"_

Rainbow Dash's voice started to break as hers got teary again. "And because I knew you..."

"Because I knew you..." Celestia echoed, joining with her one more time.

"Because I knew you...

I have been changed…for…good." They finished together.

And just in time. The golden light had almost completely enveloped Celestia.

"N-no! Celestia!" Rainbow Dash grabbed her. "Please don't go! I-I don't know what to do!"

Gently stroking Rainbow Dash's mane, Celestia hugged her. "Oh my student…you've been flying for as a long as I've known you. Now I'm asking you to soar and I have every confidence in you that you'll succeed. Remember you are never alone. Even if you can't see me, I will still be there. As will your friends, for friendship is ma—"

Celestia threw her head back, her eyes and mouth opening wide as golden light erupted forth. She flung out her wings and her legs as she hovered in the air, the same light pouring out, turning her into a multi-pointed golden star.

The light was so bright that as much as she didn't want to, Rainbow Dash couldn't help but look away. When she looked back, blinking the spots in front of her eyes away, Celestia was gone.

A low kenning wail filled the room and it took Rainbow Dash a moment to realize that it was coming from her. But her solitude and mourning was interrupted by the window being blown in. She jumped to her hooves in time to see a creature that stepped straight out of the nightmares of H.P. Clopcraft. Black as the night and wearing dark blue armor, this winged unicorn was the antithesis of Celestia. "Well my little pony, aren't you lucky…" Nightmare Moon's smile was like that of a cobra. "You get to be the first to welcome back the true ruler of Equestria!"


	13. Chapter 13

Rainbow Dash's wings flared back as she pawed the ground. "G-get back!" She snorted, transitioning from mourning Celestia to raging against the reason Celestia was gone. "I'm warning you!"

Nightmare Moon tossed her head back and laughed. "Such arrogance! Who are you to warn ME, foal?"

Growling Rainbow Dash hurled herself at the dark mare, her front hoof outreached and ready to smash her in the snout. Then in less than a second she stopped, her hoof less than an inch away from Nightmare Moon and faintly glowing with a purple aura. Rainbow struggled but could not get her hoof—or any other part of her—to budge.

Nightmare Moon looked down at her. "Attempting to lay a hoof on royalty is punishable by death….still," she went on. "Your speed is most impressive. I will spare your life if you answer my question: where is Celestia? I can feel her presence, I know she was here. Where is she?"

Pain squeezed Rainbow's heart but she kept her voice defiant. "She had someplace important to be…I think she was having her hooves done."

Hot breath billowed in Dash's face as Nightmare Moon snorted angrily. "Impudent…very well. If you shall not tell me, then I shall rip the answers from your mind!" Her eyes glowed white as she lowered her horn to a spot right between Rainbow's eyes. The pegasus tried not to close her eyes but the feeling that she was about to be impaled on this monster's horn was too strong.

There was a burning, searing sensation that came from inside Rainbow's own head. She couldn't help let out a shriek as a torrent of thoughts and images poured through her mind. The intensity and speed of these thoughts was painful enough but the sensation of having this dark…presence shifting through them with the semi-bored indifference of somepony looking through a photo album made it all tens time worse. After what've might been seconds or hours, Rainbow Dash felt herself forcibly recalling her last moments with Celestia. She railed, fighting against giving this monster anything she wanted, but it was no use.

Nightmare Moon clenched her teeth. "So…after denying me my birthright, my throne, and my freedom she even denies me my revenge!" Her eyes blared in a rage. With a howl born of pure anger, she unleashed her fury upon the now empty room, destroying the bed and furniture with her magic, reducing them to splinters.

Rainbow Dash groaned, her head aching as she still hung in the grips of Nightmare's magic, temporarily forgotten but still unable to move. It wasn't long before Nightmare Moon remembered her. "You…who are you? And why did Celestia speak only to you before she passed?" Her eyes narrowed, reviewing what had ripped from Rainbow's memories. "Rainbow Dash…YOU are Celestia's student?" She laughed loudly.

"What's so funny?" Dash snarled.

She had never seen so much malice packed into a single smile as she did when Nightmare Moon smiled at her. "Even after a thousand years, I see Celestia's sense of humor is unchanged. The most bull-headed, intractable, unimpressive, dullard in all of Equestria…of course she would choose you to be her protege! What a joke!"

"Shut up!" Rainbow barked. "That's a load of horseapples!"

"Come now…how can I lie when I am going by your own memories?" Sharp teeth protruded as the mare of darkness grinned. "You know just how much of a failure you are…so why deny it?"

Rainbow clenched her teeth so hard that it hurt. "I'm going to buck you right in the dark side of your moon!" She promised.

With a toss of her head Nightmare Moon sent Rainbow Dash hurtling through the closed door with a smash. She sailed out into the main hall just in time to hear Ponyville's Mayor announce "…the bringer of harmony to all of Equestria! Princess—my word?!" There was a shocked gasp as Rainbow went careening into the refreshment table, which broke upon impact. Her vision exploded into stars.

"Rainbow Dash!" She faintly heard some pony—or perhaps ponies—calling her but it sounded like she had cotton in her ears. Reaching up with a hoof to check she found that it was actually cake frosting. Shaking her head she then looked up to see Applejack, Twilight, Pinkie Pie, Rarity and Fluttershy standing over her looking concerned.

"Are you alright sugarcube?" "My heavens that was a nasty tumble!" "Oh my goodness, are you okay?" "What happened?" "Ooh that was a neat trick! Do it again! Do it again!"

"S-shining Armor…" She asked, a touch dazed. The mares stepped back to allow the captain of the guard access.

Kneeling down, he helped sit her up. "I'm right here Dashie…what happened? Are you okay? Where's Princess Celestia?"

Swallowing a bitter lump, Dash looked down. "C-celestia…she—she's gone!"

"Shining Armor's eyes widened. "What do you mean gone? She left?" Rainbow Dash shook her head slowly. "What happened?" He demanded urgently. "What's going on?"

Rainbow Dash pointed to the balcony where Princess Celestia was to appear…only it was now occupied by Nightmare Moon herself. "Oh, my beloved subjects. It's been so long since I've seen your precious, little sun-loving faces."

"What did you do with the Princess?!" Shining Armor demanded his horn glowing menacingly as the two pegasi guards flanked him on either side.

Nightmare Moon chuckled. "Why, am I not royal enough for you? Don't you know who I am?"

Rainbow Dash faintly heard Pinkie Pie going on about something but she wasn't listening. She was glaring at the Nightmare so intently that one would think she could strike her down with merely her eyes.

Shining Armor's face looked as if it could've been carved from granite. "Where is Princess Celestia? Answer me now!"

Nightmare Moon glowered down. "Celestia is no more—I am your Princess now!" Startled gasps and cries tore through the assembled ponies. "Bow before me!" She demanded.

"Never." Shining's horn shimmered and a pink sphere was conjured, trapping Nightmare Moon inside. The pegasi guards flew up and maintained position on either side of the bubble. "I place you under arrest in the name of—"

"FOALS!" Nightmare bellowed. Her ethereal mane and tail grew until it engulfed her and filled the entire sphere. Soon the sphere started to strain and despite all of Shining Armor's efforts, it shattered. Once again Nightmare Moon stood revealed, her teal-eyes turning white as she conjured up lightning from the dark clouds that issued from her own mane and tail. The two pegasi guards were struck and sent hurtling down to the ground where they laid unconscious. Pandemonium reigned. Terrified foals cried for the parents as ponies tried to rush for the door, only to have them magically sealed before they could escape. Fluttershy's bird chorus panicked and flew this way and that, huddling in the rafters. Fluttershy herself cowered behind the ruins of the refreshment table, covering her head with her hooves and sobbing in fear. Shining Armor focused and sent out a beam of magical enemy straight at Nightmare Moon. Her semi-prehensile mane swatted it aside with ease. Once again her eyes turned white.

"Shiny! Run!" Rainbow Dash called. But Shining Armor stood firm, summoning a shield in front of him with his magic. The lightning cut through his shield as if it weren't there and struck him dead on. With a pained yell and a holler, the brave guard collapsed, smoking slightly.

"Shining Armor!" Rainbow and Twilight called as one as they charged forward to check on him. They breathed a sigh of relief when they saw him stir. The wounded stallion groaned but was unable to climb to his hooves.

"Shiny…" Rainbow Dash bit her lip as Twilight nuzzled her brother.

From above, Nightmare Moon regarded the terrified ponies below. "Are there any others who would challenge me?"  
Silence reigned until the sharp cry of a foal broke out. The dark princess glared at the source of the noise: a lavender-gray unicorn filly sobbing fitfully. Rainbow Dash recognized her. It was Dinky. Ditzy Doo, seeing the monster's attention being drawn to her daughter, did what any mother would. "You stay away from my muffin!" Ditzy cried, flying up in an attempt to distract Nightmare Moon.

"Ditzy, don't!" Rainbow called, taking to the air right before Ditzy was struck in the chest, falling to the floor. Panicked ponies backed away, fearful of drawing the dark princess' attention.

"MAMA!" Dinky wailed as she tried to run to her mother's side, held back only by the rush of the crowd away from her.

Rainbow Dash's jaw trembled before she clenched it. "YOU—MONSTER!" She hurled herself straight at her.

Nightmare Moon snorted derisively at the cyan pegasus—right before Rainbow's hoof solidly impacted against her cheek. She was amazed even while being incensed. She hadn't blinked nor even turned away or even let her attention slacken for an instant. One moment Rainbow Dash was on the other side of the hall and the next moment she was just…there. However, her surprising blow did not even cause Nightmare Moon's head to turn. Once more she bound the struggling pegasus with her mane, regarding her like an interesting bug that had flown up to her face.

"Such fire…" She mused aloud. "I have a proposal for you."

Rainbow shuddered. She didn't like the sound of that. "Not a million years!"

"SILENCE!" Nightmare Moon bellowed. "I offer you a position of power and greatness…the chance to be everything Celestia kept you from becoming."

Dash snorted. "I offer you the chance to go buck—HNRG!" She grunted as Nightmare squeezed the air from her lungs. Rainbow struggled but couldn't break free.

The wicked mare held her aloft. "Behold Rainbow Dash—the student and protege of Princess Celestia." Dash winced and couldn't help casting her eyes over to where Twilight, Applejack and the others were gathered.

The farmpony's eyes widened as she repeated "Princess Celestia's student? Rainbow Dash?" Rarity held a hoof up to her face as she collapsed backwards in a faint.

Pinkie whistled. "Oooh…I bet her tests are really, really hard!"

Nightmare Moon continued. "Let her fate serve as an example to those who would oppose me!" Her eyes shimmered. Rainbow Dash tensed, waiting for something horrible to happen. It did but not in the way she expected.

Chancing a quick peek, Dash saw the dark mare's focus was not on her, but on the crowd below. Ditzy Doo and the two unconscious pegasi royal guards floated upwards like marionettes on strings. "These…shall be my minions."

An extension of her dark mane and tail swirled around and enveloped the three pegasi. Rainbow struggled and the crowd looked up with sheer terror. When the cloud drew back, in place of Ditzy and the guards, there were three pegasi with bat-like wings and blue manes and tails. They wore purple and black uniforms with gold tinted goggles that were a cruel parody of the Wonderbolts uniforms. In the middle was a mare, clearly their leader, who was flanked on either side by two stallions in identical garb. Their eyes glowed with malice as they flew under their own power, circling around their master.

Rainbow Dash felt her jaw drop. "D-ditz? Ditzy? Guys?" Ice shot threw her veins. "No…c'mon it's me! Rainbow Dash!"

Ditzy Doo, or at least the mare who now stood in her place, regarded her with a sneer. Nightmare Moon smiled cruelly. "I don't think she recognizes you…or that name." Turning to her minions she asked. "Tell us, who are you?"

"We are the darkness." The guard on the right hissed, flying past Rainbow Dash on one side.

"We are the doom." Said the other, as he passed her on the other.

Ditzy Doo smiled wickedly. "We are the army of glory and gloom." She bowed her head to Nightmare Moon, followed by her two companions. "We are…the Shadowbolts!"

Nightmare Moon laughed. "Wonderful! And now…for my captain." Her eyes turned white once again and a large white unicorn started to float up in the air.

"No!" Twilight cried. "Shining Armor!" Her horn flashed purple as she tried to tug her brother back down to the ground. "You can't take him! Let him go!"

A bolt of lightning struck the ground right in front of her, knocking Twilight back and breaking her focus. Soon Shining Armor hovered before Nightmare Moon. She cast an evil look at Rainbow Dash who was struggling with all her strength to break free. "Say farewell." Taunted the evil princess.

"Let him go!" Rainbow struggled.

"Why should I?" The Nightmare leered.

"Because if you don't I'll…I'll…" Rainbow Dash grunted, trying to think of an appropriate threat.

"Sounds serious. Still…" Nightmare Moon put on an overly-contemplative look. "I'll spare your little…friend here. If you ask. Nicely."

Dash grit her teeth so hard they threatened to break. "Let Shining Armor go…please."

"Not enough!" Decreed the mare of darkness. "Go on, beg! I want to hear you grovel."

Rainbow Dash felt hot tears of helpless rage and humiliation build in her eyes. She had to clamp down on the urge to scream and curse this…THING until her throat was raw. But she couldn't let anything happen to Shining Armor. "Please…let Shining Armor go. And Ditzy and the others. I'll do…whatever you want." She hung her head.

Nightmare Moon tossed her head and laughed. "I already have what I want." She dismissively tossed Rainbow Dash against the wall. The back of Rainbow's head exploded in pain as stars spun in her eyes. She dimly saw Nightmare Moon envelop Shining Armor just as she had done with the pegasi as he too, was transformed. Dash heard Twilight's screams and protests as Applejack held her back.

Shining Armor's hair and coat turned dark blue, almost violet and his armor changed colors to match his new master's. His eyes glimmered the same color as the Shadowbolts' goggles and he bowed as Nightmare Moon deposited him next to her on the balcony. The Shadowbolts joined them.

Narrowing her eyes, the new ruler of Equestria looked down on the fallen Rainbow Dash. "You have lost your teacher, your friends, your place and your pride. I have taken everything from you." Louder she called to the entire hall. "If anypony dares oppose me again, you will envy her fate. Remember this day, little ponies, for it was your last. From this moment forth, the night will last forever!" She cackled, lightning striking. Her mane and tail billowed as it surrounded her and her new minions. Then with a whiff and a puff of purple smoke, they were gone.


	14. Chapter 14

The next five minutes were a kind of blur. As soon as Nightmare Moon and her new entourage had vanished, ponies burst through the doors and windows of town hall, eager to flee to the (largely imaginary) safety of their homes. Rainbow Dash had propped herself against the wall so that she could be in a relatively upright position. She'd had harder knocks than Nightmare Moon tossing her around…but it wasn't the physical pain that made it hard for her to stand.

While everypony else had beat a hasty retreat, Twilight had sat herself down in the last spot where she'd seen her brother and was having herself a good cry. Joining her was Dinky, who had just lost her mother. The two held one another, crying and sharing their pain. Fluttershy and Pinkie Pie had their hooves wrapped around them in a great big comforting embrace.

"Rainbow Dash? How're you holding up?" She looked up to see Applejack and Rarity staring down at her. Rainbow sighed and looked away from the orange farm pony. "That bad, huh?" She sat down next to Dash. Rarity scrunched her face at the dirty floor and settled for standing next to Rainbow Dash on her other side.

"Just…just go." Rainbow Dash exhaled.

"Ain't happening Rainbow." AJ placed her hoof on Dash's shoulder. "Mind filling us in?"

"Darling, why didn't you tell us?" Rarity pouted ever so slightly. "The personal student of Princess Celestia…oh you simply must tell me everything!" Seeing Applejack's expression she coughed gently. "Erm, perhaps another time then."

"Why didn't you tell us though Rainbow?" The cowpony nudged her gently. "Some sort of super-special mission from the Princess?" Dash shook her head. "Well then, what?"

Rainbow swallowed. "I just-I just wanted to get away for a bit. That's all."

"That's all?!" The three mares looked to see a furious, teary-eyed Twilight Sparkle glaring at them. "Y-you ran away right before this Nightmare Moon was going to be come back?! If it weren't for you Shining Armor wouldn't have been here! It's your fault he's—he's…go-one!" She hiccupped as she burst into a fresh wave of tears as Pinkie and Fluttershy held her.

"I didn't know!" Rainbow Dash protested, feeling the gaze of everypony's eyes on her. "Nopony said anything about this! Celestia didn't say a word! You believe me, don't you?" She looked up at Applejack, silently pleading for her to understand. Her face fell when she saw Applejack's face.

"I—I don't rightly know." AJ admitted. "It does seem a mite peculiar that the Princess wouldn't have told you SOMETHING…I dunno. Ah mean, ah don't like it when ponies lie t'me…especially ones I thought were mah friends."

Rainbow winced. That hurt. "I AM your friend!"

"Then why didn't you tell us about being the Princess' student? How could you not know about this here Nightmare situation?" Applejack demanded. "We all have family here in Ponyville who're in danger now."

Rainbow shot to her hooves, her wings spread in a fight or flight response. "Because everypony expects this! They expect me to have all the answers, to know what Celestia would do! To be smart enough and wise enough and beautiful enough to be worthy of being around her…and I'm NOT. Okay? I'm just…I'm not." She hung her head.

Rarity felt sorry for her. "Darling…"

"She never said a thing…" Rainbow mumbled, not looking up. "She only told me a few moments before she—she, left." Dash swallowed. "All this time…she never said a word. I swear, I didn't know a thing until like, five minutes before Nightmare Moon showed up! You have to believe me!" She stood up, looking at them one by one imploring them to believe her.

Applejack regarded her carefully, her green eyes looking into Rainbow's teary magenta-rose colored ones. She sighed, closing her eyes. "…ah believe you." Her voice was gentle.

Dash sunk to the ground, relieved. Pinkie came over to give her a hug. "Aww, its okay Dashie! We know this isn't your fault. It's that dumb big meanie Black Snooty who caused all this, not our Rainbow Dash! You're super-duper awesome and totally fun!" She paused. "Why Rainbow Dash is…dashing! That's it!" She started to bob her head up and down as she started to sing. "She's dashing and daring, courageous and caring, faithful and friendly with stories to share! All through the forest she sings out in chorus, flying along as her song fills the air! Rainbow Dash! Flying here and there and everywhere! High—"

"Pinkie's right." Fluttershy piped up before shrinking down again. "Oh, sorry I didn't mean to interrupt…but I've known Rainbow Dash for a long time. She'd never leave anypony who needed her. I know that if she left Canterlot, it's because she didn't know about…her." She whispered, too scared to even name Nightmare Moon.

"I must agree." Rarity nodded. "While perhaps not the most refined of ponies, I doubt that even she would be so…uncouth."

AJ agreed, sighing softly. "Ah'm sorry…ah guess I was just afraid for mah family. We all are. I'm supposin' we forgot that you lost ponies you care about too, didntcha?"

A nod. "S-shining Amor…Ditzy Doo…Silver Lining and Steelwing…" Rainbow named the two pegasus guards. "…Celestia." She hung her head. "T-they were my only friends…the only ponies in Canterlot who cared about me. They bailed my sorry flank out of trouble so many times—even when they were furious with me. And Ditzy…she was like my big sister."

Twilight bit her lip before throwing herself at Rainbow Dash. The other ponies let out a sharp cry of shock and started to move to pull her off until they saw Twilight sobbing as she hugged Rainbow Dash. "I'm so sorry! When I saw Shining Armor just…" Her whole body shuddered. "I'm sorry…"

"It…it's okay." Rainbow awkwardly patted her on the back. "I know."

Twilight pulled back so she could look at Dash in the face. "I—I'm sure the Princess left you some sort of contingency plan, right?" She looked at her imploringly. "I mean, surely the Princess said something. She wouldn't just keep a thing like a return of a beast like Nightmare Moon a secret…would she?"

"I don't—"

"Maybe she told you some sort of code or a riddle for you to solve? Somepony for you to meet for more information? I mean she would've had to leave you something…a plan, a warning, anything!" Twilight protested, her need for some sort of hope pushing her to the point of being frantic. "Come on Rainbow, think!"

"I'm sure she's doing her best…" Fluttershy offered.

"Okay, okay!" The frustrated pegasus exploded. "Why are you all trying to sugarcoat it like one of Pinkie Pie's cupcakes? I. Am. Dumb, okay? D-U-M-B. Dumb as a post! You know it, I know it, Nightmare Moon knows it—Hay, Celestia knew it! That's why she didn't bother to tell me anything, she knew I'd just mess it up! Think I'm happy about it?" Rainbow choked as she fought back tears, her voice cracking. Her wings twitched in agitation.

"Aw sugarcube." Applejack hugged her tightly. "S'okay, none of us think that so don't you go and believe it neither."

Rainbow Dash fiercely hugged the farmpony back, the others quickly joining in. Her pride would normally have protested fiercely at all this hugging and crying. But her pride had already been stepped on so much tonight that to object now would be to close the barn doors after the horses had already left. After a moment she felt a new presence on her left hind leg. Looking down she saw little Dinky rubbing her head against Dash's leg, still whimpering slightly.

"Aww, Dinks…" Rainbow gently straightened herself up, giving the others an indication she wanted them to let go. As soon as they did, she scooped up the little filly and held her close. "Don't you worry. I'm gonna go get your mom back."

Dinky sniffled. "R-really?"

"I'll bring her back…" She looked over at Twilight. "I'm going to bring them ALL back. Cross my heart and hope to fly, stick a muffin in my eye!"

The little filly let out a sigh of relief and practically collapsed against Rainbow Dash's chest. She knew things were going to be okay now. Rainbow Dash had promised her and grownups don't break their promises, right? Dinky yawned and soon drifted off to sleep, exhausted.

"Poor dear…" Rarity gently lifted her up with her magic, settling her down on her back.

"I meant every word." Rainbow swore. She flapped her wings, hovering in mid-air. "I'm going to find Nightmare Moon and when I do, I'm gonna plant all four of my hooves right up her…"

Applejack bit down on her tail and jerked her head down. "Whoa there!" She gently tugged Dash back to the ground.

Rainbow Dash looked at the earth pony who currently had her tail in her mouth. "Ugh, this isn't gonna become a thing is it? Cuz I really don't like pony drool in my tail."

Rolling her eyes, Applejack spat out the offending appendage. "Yeah, like ah really like the taste of yer behind in mah mouth. Listen sugarcube, you can't go rearin' off on yer own…hay, you don't even know where the varmint went!"

"So?" The rainbow mare blustered, frowning to cover up the fact that those little details had completely slipped her mind.

"SO…" Applejack spelled it out. "First thing is, you're gotta tell us everything you know, everything the Princess told you."

Rainbow Dash rolled her eyes. "Ugh fine…but I'm not repeating myself so—"

"Wait!" Twilight protested. "I'll be right back, don't start!" She galloped off into one of the side rooms. Everypony just looked at each other as if they would have an answer. As one, they just shrugged. Twilight soon re-emerged with an inkwell, a quill, and several scrolls of paper held in her magical grip. "Sorry, I just need to write this down! It might be useful later."

Egghead. Rainbow Dash silently confirmed, sighing. "All right so here it goes…" She told them everything Celestia had said after their talk, about the legend of Nightmare Moon, her banishment, Celestia's decision and her reasons for it…everything Rainbow Dash could remember. Once she finished, she waited for Twilight to finish scribbling everything. When that was completed she looked around. "So…now what?"

The studious unicorn bit her lip as she reviewed her own writing…she even looked on the blank back side of the parchment, as if to check to make sure she hadn't written something extra that she'd forgotten about. "I—I don't know. I thought for sure that there would've been something that could have told us how Nightmare Moon was stopped in the first place. But what the Princess said was…"

"Short, to the point, utterly useless…" Rainbow Dash checked off. "…and totally consistent with what I've come to expect from Celestia."

Rarity looked at her. "You could show a little more respect darling."

Dash smirked. "Heh, if Celestia were here she'd be the first to agree with me." Her smile faded quickly. "If she were here we wouldn't even be having this discussion." She punched the wall in frustration. "This stinks!"

"Well, I suppose we could go to the town library and look up any information on the legends of Nightmare Moon and find out just how she was banished ourselves." Twilight suggested.

"A library?" Rainbow Dash didn't hide her incredulousness. "That's your big idea? Oh yeah, sure, I'm just bet there's a book in the reference section 'How To Banish Evil Demons of the Night For Dummies,' now with sixty new pages of glossy pictures!"

Twilight ducked her head down and looked away, flushing. "No need to bite the poor girl's head off." Applejack retorted sternly. "And it's not like any of us have any better ideas."

"Ooh I have an idea!" Pinkie Pie waved her hoof high in the air and wiggled it, like a foal in class who really, really wanted to be called on. "Pick me, pick me!"

"…Any better ideas that don't involve parties." Applejack amended. Pinkie frowned and lowered her hoof.

Rainbow Dash crossed her hooves and sat down in an angry sulk. "Great. The whole world is falling into ruin and we're gonna go to the library. Swell. Even at the end of the world I can't get away from studying!"

Fluttershy gave her a shy nuzzle. "Oh, it won't be so bad Rainbow Dash. Will six of us, I'm sure it'll go faster. And it's certainly better than having to t-talk to ponies." She shivered.

"As if anypony would even know anything about Nightmare Moon beyond the Nightmare Night stories." Rarity agreed breezily. Then she paused. "Well—"

"Enough, Rarity." AJ shot her a look.

Twilight was confused. "What did—?"

With a shake of her head, Applejack stopped Twilight mid-sentence. "She didn't mean anything by it. There ain't no pony in Ponyville who knows anything about Nightmare Moon and that's all there is to it."

Rainbow Dash stood and looked Applejack in the eye. "Is that so, huh?"

"That's what I said!" The farmpony responded. "Rarity too!" Her eyes suddenly twitched to the side, not able to fully meet Rainbow Dash's gaze.

A light went off above Rainbow's head…after shooing Pinkie and her candle away, she turned back to Applejack. "You didn't say the same thing. You said 'in Ponyville.' That's not what Rarity said." She narrowed her eyes. "Is there somepony around here, not necessarily IN Ponyville, who might know something?"

"Just leave it Dash." Applejack warned. "You don't want HER help."

"Her who?" Twilight asked. Fluttershy eeped and hid behind Rarity. "What are you talking about? WHO are you talking about?"

"Z-z…." Fluttershy's knees knocked together.

"Don't even say that name!" Applejack said in a whispered hiss, as if afraid to be overheard. Surprisingly for Rainbow Dash and Twilight, the usually calm and confident Applejack looked pale, her forehead beaded with sweat. She was scared—no, petrified.

"Will someone just TELL me what're you all talking about!" Rainbow raised her voice, almost disturbing the sleeping Dinky Doo.

"Zecora!" Pinkie Pie blurted out. "She's this weird evil enchantress who lives out in the Everfree Forest!"

"She's mysterious." Fluttershy whispered.

"Not t'mention creepy." Applejack shuddered.

"Sinister." Agreed Rarity.

"And spoooooky!" Pinkie drew out the word to maximize its effect.

Rainbow Dash and Twilight looked at each other as if to check that they heard right. "Oookay, why?"

"Why what?" Applejack asked sourly, unhappy to even be broaching this subject."

Dash sighed. "Why is she so mysterious, creepy, sinister, and blah blah blah?"

"Nu uh! Not blah blah blah! I said and spooky!" Pinkie corrected.

Applejack and Rainbow Dash ignored her. "Well the Everfree Forest just ain't natural. It's not like the rest of Equestria. The plants grow..."

Fluttershy nodded. "Animals care for themselves..."

"And the clouds move..." Pinkie nodded.

"All on their own!" They said together. Rainbow's wings twitched a little at the idea of wild weather that operated without ponies…but was otherwise unimpressed.

Continuing, Applejack said "T'live in a place like that…it ain't natural! Once a month she comes into town and just…creeps around." She shuddered.

"Terrifying." Rainbow deadpanned. "Anyway, as horrifying as all this sounds, if she is an enchanter or whatever—

"Enchantress! Evil enchantress!" Pinkie tossed in.

"—then she might know some magical whaddycallits that could help stop Nightmare Moon." The pegasus finished, rolling her eyes at Pinkie Pie.

AJ snorted. "Assuming she ain't in league with her."

"But…" Twilight slowly spoke up. "You haven't offered any evidence that she is…or that she's evil at all."

"Right!" Rainbow Dash nodded. "Look, why don't you all head over to the library and look up whatever you can find. I'LL go to this Zecora and see what she has to say. Then I'll come back, you can tell me what you've found, and then I'll go stop Nightmare Moon."

"Hold up sugarcube…YOU'LL stop Nightmare Moon?" Applejack quirked an eyebrow at her. "All on your lonesome huh?"

"I have to." Rainbow said simply. "Celestia said it was up to me…and no offense, but you guys will just slow me down."

"But there's no way you can do it all on your own!" Twilight argued as Applejack sputtered in indignation.

"We should totally stay together!" Pinkie agreed. "That way it'll be like a giant party wherever we go!"

Fluttershy looked up. "Please Rainbow Dash…you'll get hurt if you go by yourself."

"Better than seeing you all getting hurt." The cyan pegasus replied. "I'll see you guys when I get back from Zecora's. Keep Dinky safe…and you guys do the same."

Applejack had suitably recovered enough to stamp her hoof. "Now wait just a doggone blasted minute here you arrogant, hotheaded-!"

With a half wave, half salute, Rainbow Dash flew out the window and out into the night sky, leaving her companions behind. As unnatural as it was, at least the night air was cool and crisp. After having spent the rest of the night either talking, seeing her friends vanish or getting tossed around, the chance to fly made for a welcome return to normalcy. Her wings stretched out to catch the breeze as her mane blew back. She breathed softly before pouring on speed. Soon a rainbow trail broke the calm darkness of the night. The ponies that dared look through their shut windows and curtains felt a twinge of hope upon seeing a bright rainbow glowing all the more intensely for being at night.

But that wasn't the only attention Rainbow Dash was receiving. From behind, three pegasi took to the air, their eyes full of menace. Dark bat-like wings flapped silently as Shadowbolt looked to Shadowbolt.

The leader, the one who had been Ditzy Doo, looked to her two companions. "Shadowbolts…Align and Advance!"

"Advance and Attack!" Said the second.

"Attack and Destroy!" Cried the third.

As one, the Shadowbolts cried out. "Destroy and Rejoice!"

They took off after Rainbow Dash as she entered the Everfree Forest, unaware of what awaited ahead of her…or behind.


	15. Chapter 15

It wasn't long before Rainbow Dash realized the tiniest of holes in her otherwise brilliantly thought out plan: she had no idea where in the considerably vast expanses of the Everfree Forest this 'Zecora' lived. She considered going back to ask for directions but she just couldn't bring herself to, not after her dramatic exit and her pointed reminder that she had to stop Nightmare Moon herself. After a moment of additional thought she realized that given how scared everypony was of her, they probably wouldn't know where Zecora lived anyway. Probably someplace relatively close to Ponyville, if she can just stroll in, Dash figured.

Unfortunately that wasn't her only problem. She groaned as she did a flyby over the edge of the forest. The trees were way too dense to spot anything from the air. At the least, she'd have to fly below the treetop level. At night no less. This is gonna reduce me to a crawl. Rainbow grumbled internally. She veered off and headed back to Ponyville in order to enter the forest from the edge and work her way inward.

Rainbow Dash was just about to swing by to enter the forest when three fast moving gray blurs caught her attention. She narrowed her eyes. They didn't slow down or alter course the closer they got to her. That never boded well.

It wasn't until they got close that she could see the purple and black of their uniforms to know for sure that they were hostile. The Shadowbolts.

At the last moment Rainbow dove right beneath them, the wind of their passing nearly knocking her head over hooves. She straightened herself out and whirled, waving her hooves at them. "Ditzy! Guys! Stop it's me, Rainbow Dash!"

There was no answer. The Shadowbolts veered around for another pass. Growing, Rainbow Dash flapped once and put herself on an intercept course. The Shadowbolts neither slowed nor changed course. "Oh you wanna play chicken, huh? Bring it!" Rainbow smirked as she streamlined herself, straightening her body and letting her forelegs stretch out in front of her, keeping in line with her body. She did the same with her hind legs. The Shadowbolts weren't slowing either.

"Do they really think I'm gonna pull away and let them jump me when I do?" She snorted. Amateurs. They were about a hundred feet away. A gleam of moonlight reflected off their goggles, giving them a fierce image. But there was something else…there! A reflection off the outer part of their new bat-like wings, the second finger it was called.

Rainbow felt her eyes widen as she realized what they were. "Wing blades!" Dangerous weapons that had been illegal for centuries, if not longer, wing blades were fitted over the edge of pony wings for aerial combat. From the deadly sheen of the Shadowbolts' blades, those could cut her to ribbons if she wasn't careful.

Dash snorted. Well, if they thought they were going to intimidate her with an overgrown scissor they had another thing coming! She poured on speed, going even faster as she aimed to collide with the Shadowbolt formation head-on.

Fifty feet. She could see the widening eyes of the Shadowbolts as they realized that she wasn't going to pull up. And at the speed at which she was going…if she collided she'd easily manage to cripple one or two of them. And at these heights…

Twenty-five feet. Now Rainbow Dash was close enough to see the sudden tension in their wings, even as they flew on. Both sides coming ever close to each other.

Ten feet. The lead Shadowbolt and Rainbow Dash met each other's gaze. Neither one of them had an inch of give within them. They weren't going to be the one to pull away first.

Five feet.

Four…

Three…

Two…

One…At the last possible moment, the Shadowbolts started to widen their formation as they began to veer away. Instead of doing the same, Rainbow Dash plowed ahead through without breaking stride or decreasing speed. She nimbly tucked and darted between the Shadowbolts, even managing to fly her way between two parallel outstretched wings—augmented with wing blades—between the former Ditzy Doo and the leftward high Shadowbolt. If she had gone an half a foot higher or lower she would've flown right into their waiting blades.

As the dumbfounded Shadowbolts turned to look at their escaping quarry, they were suddenly hit by Rainbow's wake, knocking them for a loop. They flapped frantically trying to right themselves. Meanwhile, Rainbow had tucked her own wings inwards and was going into a power dive, straight below the tree line and into the Everfree.

Rainbow Dash laughed. "Woo hoo! Aw yeah!" She performed a little mid-air spin through the trees out of sheer pleasure. "Mess with the best and go down like the rest!" The adrenaline was pumping through her veins, the wind was in her face and if she wasn't careful she could go careening into a tree at any moment. Danger was all around her and the stakes were high. She was *born* for moments like these.

Dash jerked and dove around trees and branches. Sometimes she would pass so close that the moisture on the leaves would splatter gently across her cheek. Given the density of the forest, Rainbow had to alter her path and make innumerable tiny course corrections while still keeping an eye out for anyplace that might be home to the reclusive Zecora AND watching out for any unexpected guests—Shadowbolts or otherwise.

As much as she hated herself for doing so, she had to slow down slightly. Not because navigating through the trees was difficult, she would be the first to tell anypony who asked, but because she had no idea if this Zecora lived in a house, a cave, a bungalow or what. Slowing down might be the most hated words she knew, but since finding Zecora WAS the whole purpose of this trip that had to take priority.

Rainbow darted up and down, past trees and through vines. Patience never was her strong suit so it wasn't long before she was frustrated and annoyed. "Grr, this is like looking for a dry cloud in a thunderstorm!"

She started to zip from place to place, but found nothing that resembled a pony dwelling or any trace of one. After spending a moment seething at the futility of it all she came up with a plan that so brilliant it's a wonder it didn't physically light up the woods. "WHERE ARE YOU?!" Rainbow Dash shouted at the top of her lungs.

No answer. "Shoot." Groaning, she started flying again through the darkness and denseness that was the Everfree Forest. It wasn't five minutes before she heard a whooshing, rustling noise in the forest. Looking around she saw the leaves and treetops quiver and shake for a moment, then fall still.

From behind came the beating of wings. Rainbow turned around just in time to see three familiar pains in her hindquarters. "Aww c'mon! Can't you take a hint?" She flapped, pouring on speed as the Shadowbolts approached.

More annoyed than worried, she banked and zoomed as she slalomed through the trees. Chancing a look behind her she saw that they were actually gaining on her! Her eyes widened. "What? How can they be-?"

She got her answer when she witnessed the wing blades slicing through branches and vines like they were nothing. Impossibly, they didn't even slow down as they cut through them, and the bits of wood and leaves just seemed to deflect off their flight suits. Some sort of magic, Rainbow Dash figured. "Cheats!" She spat at them before she turned to focus on ducking and weaving through the trees. But these maneuvers and course changes took a few seconds off her lead every time she performed them, and the Shadowbolts continued to gain.

Rainbow Dash realized that she couldn't use her top speeds trapped in the forest and if she continued on like this they'd eventually overtake her. "Forget this!" Tilting upwards, Rainbow shot through the forest canopy, raining broken bits of branches down after her. Clear open skies….her best terrain.

"That's more like it!" She shot a quick look behind her and, sure enough, the Shadowbolts emerged from the forest after her. "Come on you Wonderbolt wannabes! Let's see what you've got!" Shooting off ahead, she was content to continued baiting them. "If you want me you're gonna have to earn me!"

Flying at a swift pace—but nowhere NEAR her top speeds—she took a quick look back. What she saw made her grin smugly. The pursuing Shadowbolts' faces were twisted into furious, frustrated snarls as they furiously poured their all into chasing her—without a chance in Tartarus of succeeding unaided. But something made Dash frown. There were only two of them chasing her…what happened to the third?

Still…. "Nice outfits lameos! What did your mommies dress you?" the cocky pegasus razzed them. "I thought you were trying to catch me! Come on, don't you want this?" She waggled her backside at them, smacking her rump tauntingly.

Enraged, the two Shadowbolts flapped their wings harder, intent on catching and making the cyan pegasus PAY. Satisfied, Rainbow Dash continued flying…but decreasing her speed bit by bit. Too eager at the prospect of catching their quarry, the Shadowbolts didn't question how they were suddenly able to catch up with her.

Silently Rainbow Dash started a countdown from ten. The Shadowbolts reached out with their hooves, so close they could almost taste it. They gave it every last bit of energy they had left to close the gap.

When her countdown reached zero Rainbow Dash stopped and let herself fall backwards in midair. Throwing her forelegs out wide, she successfully caught the two surprised Shadowbolts in the throat, effectively clothes-lining them. With a startled gurk the two stunned ponies fell back down into the forest below, accompanied by the sound of snapping branches and two loud thuds as they hit the ground.

Rainbow Dash smiled…before remembering that these ponies were still her friends, even if under Nightmare Moon's control. "Sorry guys!" She called down. "I'll make this up to you later!" Turning around she found herself face to face with the third Shadowbolt. "Oh…"

Her face made had a sudden encounter with the Shadowbolt's hoof. Now it was Dash who found herself careening down into the Everfree Forest.

Wincing and yelping as she was scraped and battered on the way down, Rainbow Dash had a only a moment to close her eyes before the ground rushed up to meet her, while ruing on just how frequently this seemed to be happening tonight...

Ah, yes, hello pain. How've you been? Rainbow groaned as she lifted herself out of the small crater she found herself in. She coughed, expelling some dust and a leaf that had worked their way into her mouth and rubbed at her eyes.

She had only just gotten back on her hooves when the Shadowbolt dropped out of the sky and landed a few feet in front of her. From the smaller frame and rounded snout, Rainbow realized that this Shadowbolt was a mare. Which meant that this one must've been…

"Ditzy?" She coughed. The Shadowbolt—Ditzy—tilted her head. "C'mon Ditz I know you're in there!"

Slowly she held out a hoof to Rainbow Dash. Relieved and elated, Rainbow grasped it...only to be suddenly yanked forward until their snouts were almost touching. "Ditzy's not in at the moment…care to leave a message?" The Shadowbolt leader sneered in a tone that was almost, but not quite, entirely unlike Ditzy's. "I'll make sure she gets it." Putting her other front hoof to her face, she issued a sharp short whistle. In less than a minute, the two other Shadowbolts appeared.

Rainbow Dash saw to her dismay that aside from a few feathers out of place and the pissed off looking expressions on their faces, there wasn't any sign of injury or damage done to them by her little stunt. "Must've been those lousy flight suits again," she grunted. The other two took up positions on either side of the lead Shadowbolt. She struggled but they each grabbed one of her forelegs, forcing her up onto her rear hooves. Her wings were entangled with vines and bits of debris. Rainbow Dash couldn't even stretch them out, much less fly.

She looked up at the Ditzy-Shadowbolt as she flexed her own wings…and the blades attached to them. "Ditzy…don't do this!" Rainbow struggled feebly.

"I'm. Not. Ditzy!" She said coldly, pressing her blade against Dash's neck as the cyan pegasus squirmed to get some extra space between her and the razor-sharp blade.

Suddenly there was a sharp whistling sound followed by exploding puffs of green smoke. Caught by surprise, the Shadowbolts started coughing, giving Rainbow a chance to kick the guard on her left in the shins to make him let go. This freed her up to punch the other one in the gut and break free.

The smoke soon cleared when the Shadowbolts started flapping their wings. The leader looked around. "Fan out! Find out what—umph!" Whatever she was looking for found her first. It came in the form of a wooden staff implanted firmly into her belly. The captain clutched herself and collapsed, wheezing.

The staff's wielder, a pony garbed in a brown hooded cloak, did not stay still long enough for the other two to avenge themselves on her. The interloper jerked her (his?) head at Rainbow Dash, indicating that she should follow her. The two quickly fled as the shrouded stranger navigated them expertly through the forest. Where she was being led, Rainbow didn't know. Behind them, the Shadowbolts had rallied and were in full pursuit.

Finally they stopped in a clearing. "Why are we stopping?" Rainbow asked.

There was no answer. Her would-be rescuer gently guided her to a tree and sat her down against its trunk. "Stay." Came the curt response. I was a mare's voice, oddly accented.

She made her way back to the clearing entrance and twirled her wooden staff around. The Shadowbolts emerged almost immediately, looking more annoyed than ever. "We are operating under the authority of the ruler of Equestria!" Not-Ditzy spat.

"Assaulting her agents is treason!" Hissed the second, who Rainbow tentatively identified as Steelwing.

"Punishable by death." said the other, Silver Lining. "Leave now or pay the price."

The mysterious stranger gave an idle snort, but did not budge.

"So be it!" Ditzy snarled. "Shadowbolts, attack!"

They rushed the stranger who made no effort to move until they were right on top of her. Then with lightning speed the staff lashed out, cracking one 'bolt in the jaw, slamming over the head of the second and dispatching the leader with rapid twirl that caught her in the side of her head.

When the Shadowbolts rose almost instantly, the stranger was gone. "Where did—?"

"Look!" One of the guards pointed. She was now precarious perched atop the staff…upside down. And out on the limb of a tree.

Rainbow felt her jaw drop. "How?"

The lead Shadowbolt was incensed. "I don't know who you are and I don't care! No pony opposes her majesty's Shadowbolts!"

"Can you not see the truth in front of your eye?" The stranger said calmly, leaping down from the tree. "For no pony am I!" She tossed back the hood of her cape, revealing a black and white striped face with blue almond-shaped eyes. Her mane was cut into a Mohawk of alternating colors, the same as her coat. At her neck a series of gold rings could be seen. "Leave now, go hit the shower! For this is my place of power!" She warned.

The Shadowbolts chuckled wickedly. "It doesn't matter who you are." The one on the left said.

"Pony or not it won't spare you from our wrath." Agree the one on the right.

"Much less your ridiculous rhyming!" Spat the lead Shadowbolt.

The stranger's face was impassive, unimpressed. " 'Spare you from our wrath' " she mimicked. "What a laugh! My rhyming may be passé, but at least I don't sound like a ridiculous cliché."

The Shadowbolts darted forward. Tucking her hoof into the folds of her cloak, the stranger drew out a hooffull of green powder and gently blew it in front of her. Dash didn't see what good that would do since they had goggles on. But the powder started…changing. Instead of remaining a cloud of dust or smoke, shapes started to emerge. Dragons, manticores, Ursa Majors…and leading them was the very image of Princess Celestia.

Panicked, Nightmare Moon's minions came up short, stumbling over themselves before they realized that it was mere illusions. Taking advantage of their confusion, Rainbow Dash tossed herself back into the fray, lashing out with her hooves. But when she looked for her companion, she saw that she wasn't fighting. Instead, she was darting back and forth, dragging her wooden staff on the ground in intricate if bizarre patterns. She softly started chanting under her breath. "Dai Lai Lufti de Santra Megido…Dai Lai Lufti de Santra Megido…" A green light traveled from her staff down to the ground. It filled up the shallow patterned grooves she'd made like water spilling down a dry riverbed. The light traveled around the entire clearing, lighting up ancient symbols in the ground. Soon the green light was everywhere.

"Wards!" A Shadowbolt called out in horror and warning. But it was too late. A veritable wave washed over everypony present.

Rainbow Dash flinched as the shockwave passed her by…but it left her untouched. The Shadowbolts were not as fortunate. The oncoming wave swept them up and propelled them far beyond the clearing. Dash watched with wide-eyed amazement as the Shadowbolts were flung into the distance. "Whoa…."

"Do not be so quick to cheer. They will be back I fear." Rainbow looked to her rescuer.

"Yeah well…it was still awesome. So…uh, Zecora I presume?" She held out a hoof as she thought back to her lessons with Princess Celestia. "Didn't expect you to be a zebra—not that there's anything wrong with that!" She blurted, realizing how that could be taken. "I just, um, didn't expect to see one out in these parts…" Dash cleared her throat. "So uh, I greet you in the traditional zebra…something or other…um, ba-weep-gra-na-weep-ninny-bong?"

She was answered with a chuckle. "Such formality is the mark of being well taught. I am Zecora, the one you sought." She took Rainbow's hoof and shook. "Coming to find me alone was a decision most rash. Still, I am pleased to meet you, Rainbow Dash."

The pegasus nodded. "You have no idea how glad I am that I found you." She looked at where the Shadowbolts had stood before their unceremonious exit. "Just what WAS that anyway?"

"A protective ward drawn from the sun's light, it rejects those tainted by the Nightmare's might."

"But the sun's gone!" Rainbow protested. Zecora nodded vaguely.

"Yes yes, that is so. But the magic of the sun endures in the plants that use it to grow. With great care this can still be harnessed, to make my wards most brightest."

Rainbow Dash blinked. "That last rhyme was a stretch."

Zecora facehooved. "Perhaps instead of a literary critique, you should tell me why you came looking for me—an act most unique?"

"Huh? Oh yeah! If you know about Nightmare Moon and magic and stuff, then I bet you can help me stop her, right?" She was taken aback when Zecora tossed back her head and laughed merrily. "What's so funny?"

"Ah my dear, the answer is you! To stop Nightmare Moon is something nopony can do!"

Snorting, Rainbow pawed at the ground angrily. "Yeah, well I don't believe it! I'm not about to let it be night forever. And those Shadowbolts used to be my friends and I'm going to save them! And like it or not, you're going to help me."

Zecora shook her head enigmatically. "Ah, you misunderstand. To stop Nightmare Moon is indeed the plan. But to do it alone…that is where my skepticism shone."

Rainbow Dash rolled her eyes. "Look, are you going to help or not? I've got some friends back in town who are trying to find out more about Nightmare Goon, but it sounds like you know more than they do. So how about you come back and tell us what you know…or do I have to drag you?"

"How can I refuse?" Zecora offered bemusedly. "When so politely you gave me the option to choose? Coming back with you was always my intent. So come, let us go, so Nightmare Moon's eternal reign we can prevent." Picking up her staff, she tucked it underneath the straps of her saddle bags and started back to Ponyville.

Rainbow Dash, after clearing the detritus from her wings, took to the air above her. She then frowned as she realized something. "Wait a minute…how did you know my name? Zecora?"

The zebra trudged on in silence.


	16. Chapter 16

The walk back was largely a quiet one. Rainbow Dash's efforts to engage Zecora were largely fruitless as the zebra refused to say anything on the question of Nightmare Moon until they reached Ponyville. Aside from an occasional warning or instruction to change direction to avoid the perils of the Everfree, Zecora was silent.

Rainbow kept an eye on the skies for any sign of the Shadowbolts but either they had been tossed pretty darn far or were keeping their distance from Zecora. The trees thinned out and the two travelers soon found themselves on the outskirts of Ponyville.

There wasn't anypony out. Every door was shut and locked, every window barred with blinds drawn. It didn't even look like there were any lights on. For all she knew, everypony in town could've upped and left. Dash looked around.

"It's like a ghost town."

"For me this is nothing new, it is like this every time I come through." Zecora replied, her tone empty of any trace of emotion: be it bitterness, sadness, or even mild annoyance.

"Sorry." Rainbow Dash muttered, feeling oddly guilty and embarrassed on behalf of Ponyville. "I guess they just aren't used to seeing zebras out here. Small town and stuff." Zecora inclined her head in acknowledgment but said nothing more. Dash coughed. "The library is up ahead. The lights are on so I guess everypony's still there."

She went up and knocked on the door. There was a clip clop of hooves on the wooden floor right before the door opened wide revealing Twilight in the doorway.

"Rainbow Dash!" She smiled. "You made it, you're back!"

"Hey, yeah! Did you guys find anything?"

Twilight frowned and shook her head. "We didn't even know where to start so we just picked every book we could think of that had to do with Nightmare Night and ancient legends but found nothing. What about you? Did you—" She was suddenly shoved aside by Applejack's hoof.

"-Didja find that creepy Zecora?" She asked, shoving her snout in Rainbow Dash's face. "Did she do any of that creep voodoo on y—"

"Applejack…" Rainbow coughed, tilting her head behind her. AJ looked and saw Zecora give a small wave with her hoof.

"…Oh." The orange farmpony's face turned red as Twilight and Rainbow Dash both glared at her.

Twilight stepped forward hesitantly. "We're really sorry, you'll have to excuse Applejack. It's just been a…rough night. We appreciate that you came all the way here." She gave a small, shy smile. "My name is Twilight Sparkle."

Zecora smiled gently. "Ah, a lovely name for the time between day and night. Appropriate too, considering the evil we must fight."

Twilight flushed and stepped back to let Rainbow Dash and Zecora in. "So…was it a good trip?" She asked Rainbow Dash, eager to take the attention off her.

The pegasus shrugged. "Eh, ran into a little interference from those 'Shadowbolts' but it wasn't anything I couldn't handle." She said breezily, ignoring the look Zecora gave her until she pointedly coughed. Quickly Dash, added "Plus Zecora here? Now she was awesome! Took care of those guys like it was nothing!"

"Why'd she even need to if it wasn't anything you couldn't handle?" Applejack asked with a grin. Rainbow appeared flustered as she mumbled some inconsistent explanations until Rarity stepped forward.

"Really, where are your manners? Must I introduce myself?" She gave Rainbow and Applejack a jaundiced look before addressing Zecora. "I am Rarity." She gave a prim nod.

Zecora inclined her head. "I am Zecora, as you already know. Such wonderful manners, a fine breeding it shows."

"Why, THANK you!" Rarity tossed her hair. "And I must say I love what you've done with your coat! Such an avant-garde look!"

"RARITY..." Rainbow snorted. "First off, she's a zebra. All their coats are like that, it's what they're born with. Secondly, not now. Or preferably, ever."

The white unicorn sniffed. "Well, just because SOME of us cannot appreciate the importance of a good appearance doesn't mean that we all must show such disregard. I for one would welcome the chance to design an outfit for Zecora in place of that tatty, old cloak of hers. Perhaps—"

"A splendid thought and one most appreciated." Zecora chimed in, heading her off. "Though perhaps when I come to town, you should not act like your store has been vacated." Rarity gave a strangled sounding cough and stepped back.

Pinkie Pie, who had been in the kitchen, hopped in. "Aww, we're sorry Zecora…how about if we make it up to you with a big PAR—mph!"

"Shhh!" Applejack hushed her as she removed her hoof from the party pony's mouth. "Fluttershy's putting Dinky to bed, remember?"

That made Rainbow Dash grimace. "Zecora…those Shadowbolts we fought? Well, they used to be ponies…my friends. Their leader has a daughter and—"

"I understand my friend." Zecora said softly. "They can be saved, on this you can depend."

Rainbow's face lit up. "Then you mean you have some wicked spell that can change them back to normal or something?"

"Ah, that I'm afraid I cannot." The zebra frowned. "Nightmare Moon's magic changed them, and unless we defeat her, it will all be for naught. To save your friends we must end her blight, only then can everything be set right."

Twilight her curiosity overriding her nervousness, stepped forward. "That's why Rainbow Dash went to find you. We need your help to stop Nightmare Moon."

"Yeah! So do you know any spells that'll, I dunno, freeze Nightmare Moon in time or banish her into a volcano or something?" Dash asked, flying around Zecora.

The zebra shook her head. "My abilities can not stop those of Nightmare Moon. You must find another way, and soon."

Rainbow screeched to a halt in midair, suddenly zooming down to stare Zecora down. "You mean I went all the way out to the Everfree Forest to find you and you can't even help?! Was that stuff you did with the Shadowbolts all you can do? Are you some kind of one-trick pony?"

"Do not get your tail in a twist, I am no conjurer of cheap tricks!" Zecora snorted, raising her voice. "But it will take an older and deeper magic than I posses. So kindly keep quiet if you want to achieve success." Twilight gently tugged Rainbow Dash away from Zecora with her magic.

Applejack just looked flummoxed. "Why do y'all talk so strange?"

"Determining who is normal and who is strange is a task that's harder. Wouldn't y'all say pardner?" Zecora asked, stretching her mouth in an attempt to imitate Applejack's accent.

Dash let out a bark of laughter. Pinkie giggled. "It's funny because you talk silly too!" She laughed. Applejack looked remarkably put out which just made the two laugh even harder.

Their laughter was soon interrupted by the pitter patter of tiny hooves as a gray blur darted down the stairs. "Rainbow Dash!"

"Dinky?" She barely had time to get out before the tiny lavender-gray filly tackle hugged her.

"Where've you been? Did you find mom?" She asked hopefully, staring up with wide pleading eyes. Fluttershy crept down the stairs after her.

"Oh my, I'm so sorry. She heard the commotion and wanted to come down and—eep!" She froze when she saw Zecora.

"I see my reputation has spread far and near. I assure you, you have nothing to fear." She smiled kindly at Fluttershy who responded by blushing and hiding her face in her mane.

Dinky wriggled out of Rainbow's grasp and trotted over to Zecora. "Wow…who're you?"

"I am Zecora, no one to fear." She smiled, kneeling down. "What is yours my dear?"

"My name's Dinky…" The little filly said. "Why's your coat so funny?"

Zecora smiled, un-offended as she rubbed Dinky's head. "I am a zebra from a far-away place. All my kind are striped, from our flanks to our face." She flicked her tail for emphasis.

Dinky giggled. "You're funny." She rubbed her head against Zecora's leg, always a friendly filly. "I heard you talking…can you help my momma?"

Zecora took one look at Dinky's bright golden eyes and enveloped her in a tight embrace. "Do not worry little one. We shall bring back your mother…and the sun."

Relieved, Dinky fiercely hugged her back. Rainbow Dash stepped forward. "So are you finally going to tell us HOW?"

"So impatient." Zecora mused as she set Dinky down. "But yes, I relent. There is one power that can stop the evil one—a force with which the day can be won." She looked around. Everypony's attention was on her. "The Elements of Harmony: the most powerful magic known. Against the darkness of Nightmare Moon, their powers shone. They trapped her in her lunar jail. If you obtain them, you will not fail."

"Sounds good!" Rainbow Dash pumped a hoof in the air. "So, just tell me where they are and I'll go zap that evil hag!"

"Hold on!" Twilight raised a hoof. "Just what ARE the Elements?"

"Ah, here the legends are vague." Zecora turned around and started walking around the library. "Some say they are six stones, bright and colorful and lovely to own." Rarity bit down on her lip to prevent herself from squealing. "However…" Zecora drew everypony's attention back. "Others are less sure. They say the elements are the six traits of ponykind—strong and pure."

Confusion reigned as everypony looked at one another as if making sure they weren't the only ones who had heard her. "So either these things are magic glowy rocks…or they're nothing at all? Just characteristics?" Rainbow Dash asked, her voice pure deadpan.

"Your analogy is simplistic…but not unrealistic." Zecora admitted.

Rainbow facehooved. "Hnnng….Great, any other good news for us? Let me guess, were they lost a thousand years ago after a titanic battle and the only way to find them is to take a long perilous journey through an uncharted land full of unknown dangers?" Zecora wiggled her hoof in a so-so gesture. Dash smiled. "Sounds like fun. When do we leave?"

"Soon as we find somepony t'look after Dinky here," Applejack nodded. "we'll be on our way."

"Uh…excuse me?" Rainbow Dash looked at her. "When I said 'we' I meant me and Zecora."

"Zecora and I." Corrected Twilight.

"No I just meant ME and Zecora." Rainbow emphasized, missing the grammatical point. "This is my job, my fight. You guys are staying here."

Applejack butted her head against Rainbow Dash's. "Oh yeah?"

"Yeah!"

"Try an' make me!" The earth pony took a step forward, pressing against Dash's head.

The pegasus flapped her wings, pressing her own head back just as hard. "Maybe I will!"

"Girls!" There was a flash and suddenly Rainbow Dash and Applejack found themselves teleported to opposite sides of the library. Twilight's horn continued to glow, as if warning that she'd use it again. "This isn't helping." She looked pleadingly to her friend. "Rainbow Dash, be reasonable! You can't expect to find the Elements of Harmony and stop Nightmare Moon all on your own, can you?"

Rainbow jerked as if stung. She'd have thought of all the ponies—and zebra—present, Twilight would trust her abilities enough. "Why not? You saying I'm not good enough?" She shot back.

Startled, Twilight took a half-step back. "What? No, of course not! That isn't it!"

"Then what is it?" Rainbow Dash all-but snarled. "I'm Princess Celestia's student…I'm the last pony who saw her before she d-d…" She shook her head, fighting off the memories. "I'm the one she said could stop Nightmare Moon. So that's just what I'm going to do!"

"I offer no disrespect, but are you sure that is what she meant?" Rainbow had almost forgotten Zecora was still there until she spoke up. "You are remarkably skilled, this I have no doubt. But is this what, in the end, this is all about?"

Applejack nodded, surprised to finding herself in agreement with the mysterious zebra. "She's right Rainbow and ifn you've got a lick of sense in yer head, you'll listen! Just cause you're the Princess' student doesn't make you better than us!"

Rainbow Dash just stood there and LOOKED at Applejack as if noticing her for the first time. Then she threw back her head and laughed. Loudly. "Are you nuts?! You think that's what this is? I don't think I'm better than you for being Celestia's student! Hay, I have to prove why I AM her student day after day!"

"And is that what you're doing now? Trying to prove that the Princess' trust in you is justified?" Rarity spoke up. "Darling, I have every confidence in your abilities and the Princess' judgment. But our town, our families, our world is at stake!" The fashionable unicorn held a hoof to her face. "The best way to validate the Princess' trust is to put your pride aside and let us help you. We're your friends."

Rainbow Dash tossed her head, furious at herself as she felt hot tears building in the corners of her eyes. "Ditzy Doo is my friend! Shining Armor is my friend!" Rainbow stamped her hoof. "You guys are just…I JUST met you ponies!" She looked around, pleading for them to understand. "I-I like you guys, I think you're great…all of you. But...how can I know that you're up to this?" She looked to each one of them, one by one. "When I was out there looking for Zecora, those Shadowbolts—they're not playing around! They were wearing blades on their wings and doing their best to clip mine. Do you get it? If you go with me you could get hurt. You could even…" She exhaled, almost panting. "I—I just lost two of my best friends tonight. I don't want to lose anymore." She mumbled.

"Rainbow Dash…" Applejack began, but Dash just shook her head.

"No, AJ! This is just…this is beyond all of you. I've done the impossible before…have you?" Rainbow Dash raised her head. For a moment, there was nothing. The silence was overbearing, even as Dash gasped for breath, more tired than after a day of stunt flying.

Then there was the gentlest of coughs. Every head turned to the meekest pony of them all as Fluttershy stepped forward. "I have." She said softly as she walked over to her old friend. "I used to be a scared, weak flier…too shy and timid to ever do anything on my own." She looked at Rainbow, who saw there were tears in her large teal eyes. "Then I met the most amazing, impossible pony ever…she showed me how to be stronger even as she always stood up for me." She nuzzled Rainbow's face. "Now I have my own home in a new town, with lots of animal friends…and even some new pony ones. And—and I'm not going to abandon my oldest friend ever. If—if I can do that…then the others can too. We're not going to hold you back Rainbow Dash…we're going to hold you up."

"Fluttershy…" Rainbow Dash shook her head, speechless.

"We're coming Rainbow Dash. All of us." She said. "And I'm not taking no for an answer." The canary pegasus let out a startled eep as Rainbow Dash swept her up into a tight embrace. Then it was Rainbow's turn as Twilight, Rarity, Applejack and Pinkie Pie all hugged her. Zecora gave a faint smile as she gave into the impulse and gave Dinky a hug.

"Now, we are ready." She whispered.


	17. Chapter 17

Six ponies and one zebra stood at the threshold of the Everfree Forest. Dinky Doo had been safely ensconced in the home of Carrot Top, a close friend of her mother. Secure in the knowledge that the filly was in safe hooves, there was nothing to hold them back from entering the forest in pursuit of the fabled Elements of Harmony.

Well, almost nothing.

"We have to go in there?" Rarity fidgeted squeamishly. "Ugh, it's so dark and dank and…dirty!

Rainbow Dash groaned as Applejack shot Rarity an annoyed look. "Ah reckon it is…so? Don't you think saving your kin and country is worth a little dirtying up?"

"I never said that!" Rarity defended herself indignantly. "For Sweetie Belle I would do anything—but if I could do it and not get dirty, I wouldn't mind."

"Well you cain't so give it a rest. You can't have yer cake and eat it too."

Rarity hmphed at Applejack's curtness.

"That's true you can't!" Pinkie Pie said, bouncing around the two. "No wait, you can have your cake and eat it but then you won't have your cake anymore! What you really can't do is eat your cake and have it—that's really hard! Unless you can 'have' your cake in your belly, does that count? Ooh! What if you have TWO cakes? Then you can have one and eat the other!" She suggested. "Can one be chocolate and the other vanilla? But which one would you eat? Hmm, maybe if you made TWO chocolate and TWO vanilla—"

"PINKIE PIE!" Rainbow Dash raised her voice in annoyance. The sudden yell made Fluttershy twitch as she barely avoided throwing herself to the ground in fear. Dash's eye twitched. They hadn't even set hoof in the forest yet and already things were getting…complicated. "Let's just go already!"

Twilight suddenly looked anxious. "Shouldn't we make a plan first? I mean, there are a lot of things in the Everfree Forest to look for. Maybe if Zecora explained them I could make a checklist of them and—"

Rainbow felt her wings unconsciously flex in frustration when Zecora spoke up. "While your idea has merit, I'm afraid I must decline. There are too many dangers for me to list, and not enough time. I can show you how to sidestep the perils on the way—but be warned: follow my lead or the price you will pay." She cast a severe warning look at Rainbow Dash at that last part before she started heading in.

By silent agreement, Applejack and Rainbow Dash decided that they'd keep an eye out for the less…hardy members of their group. Dash flew above the group, keeping watch from the air while Applejack headed up the rear with the same practiced ease that she'd use to herd a flock of sheep.

Rainbow craned her head back and forth. The trees in the forest had a more twisted, unpleasant look than those she'd seen elsewhere. Moss and vines grew everywhere, with no sense of pattern or purpose. It leant itself to a very wild, unkempt look which she supposed made sense, seeing as nopony controlled how the plants grew in the Everfree. She shuddered. Such an unnatural place.

In all of Equestria, everything was controlled by ponies or pony magic: the plants, the animals, the weather…coming to a place where nothing was controlled, nothing was planned was like stepping back into the distant past when ponykind was at the mercy of the tyranny of the old elements – earth, water, fire and air, before they had been subdued.

This whole forest reeked of anarchy, of chaos. Rainbow Dash shuddered. "So Zecora, what's the deal with the Elements anyway?" She asked, trying to distract herself. "Where are they?"

"Our destination lies at the heart of the Everfree, the old Palace of the Royal Sisters pony." Came the accented cadence she'd come to associated with Zecora.

"If you knew they were there, why haven't you gotten them before now?" Twilight asked curiously.

Half-turning her head so she could answer, Zecora replied: "What need have I of those powerful gewgaws? Ancient magicks should not be disturbed without cause." Turning her attention back to the forest ahead of her she added, "What's more, our journey is perilous. Not one I would make if our situation was not precarious."

"Perilous? Oh my, that sounds dangerous." Fluttershy squeaked.

Rainbow Dash looked at her foalhood friend. "Fluttershy if you want to turn back, no pony will think any less of you."

"N-no! Thank you but no. I said I was going and that's that." She scuffed her hoof on the ground. "If, um, that's okay with you, that is."

"Atta girl there Fluttershy!" Applejack patted her on the back, almost knocking her over. "All fer one and one for everypony!"

"And parties for all!" Pinkie added, wrapping up both ponies in a mammoth hug that had them both gasping for breath.

Zecora chuckled, prompting a frown from Rainbow Dash. "What're you so happy about? We're wasting time here! We've barely made any progress at all."

"I would not be so sure." Zecora said cryptically with a faint nod to the hugging ponies. "Progress is not always measured by just the destination, but by the journey's tour."

Rainbow Dash rolled her eyes. "Yeah, yeah…I'll be sure to stop and smell the roses on the way to fight the unspeakable evil. It'll be a real fun trip! I thought time was of the essence here?"

"It was and remains. What I said though, clearly has not sunken into your brain." Zecora started walking again. "Also, do not sniff any rose. They are likely to make your head explode."

That made Rainbow come to a screeching halt…which considering she was still flying in midair, was no small feat. "You're kidding right? Right?"

Her only answer was a flick of the zebra's tail, indicating that they should follow. Soon the group was back to walking.

The density of the trees and vines soon became so thick that Rainbow Dash was forced to land—grumbling as she did so—in order that she not lose sight of the rest of her party.

A soft mist coated the ground, growing thicker the further in they went. Soon it coated the entire area in front of them. "Stupid freak weather." Rainbow Dash grumbled, her feathers practically wilting under the moisture, making her wings weigh much more than they should.

Rarity let out a low moan. "My hair!" She mourned as her precious curls fell straight, getting caught on branches or dragging on the ground. "So ghastly!"

"Ah quit yer belly-aching." Applejack snorted, herself annoyed as she felt her hat start to wilt under all the moisture.

Fluttershy let out a low murmur that nopony heard, her mane had collapsed in on itself, all but blinding her. Strangely enough, Pinkie Pie's trademark poofy mane was unaffected. Twilight, who was right behind Fluttershy, shook her mane out of her way so she could hear better.

"What did you say Fluttershy?"

"I—I thought I heard something." The creamy pegasus tilted her head upwards. Twilight twitched her ears as she strained to listen. There was the hoofsteps of the walking ponies, the faint conversations, the—there!

H-heeeelp me…help mee… the weak voice seemed to waft on the air.

"Oh my goodness!" Fluttershy burst out of the line, running through the mist and into the forest.

"Fluttershy come back!" Twilight called as she ran after her.

"Wait, do not heed that call!" Zecora shouted. "There is danger for you all!"

"Fluttershy, Twilight—come back!" Rainbow Dash darted into the mist, soon followed by the rest of their company.

Rainbow Dash snorted as she raced ahead. This was exactly why she wanted to go alone! Too many ponies, too many things that could go wrong…

And speaking off…Rainbow caught sight of Fluttershy and Twilight up head as the mist started to thin out a bit. They had come to a stop looked like they were calling something out at their would-be rescuers.

Narrowing her eyes, Rainbow Dash took a giant leap augmented nicely by her wings and landed in front of her two friends…only to wince as the squelching sensation beneath her hooves. "Eww, what is this?" The smell was so overpowering she almost gagged. Looking down she saw that she had landed straight in the middle of a bog or a swamp. She could see the edge of the…not water, but sludge she guessed, about ten feet away.

"That's what we were trying to tell you!" Twilight shouted in a panic. "We can't move! We have to tell the others to-"

"Stop!" Fluttershy tried yelling but couldn't make herself heard. Soon Applejack, Rarity and Pinkie Pie had run straight into the muck and marsh and soon found themselves ankle deep in the muck.

"What in tarnation is this?!" Applejack shouted as she struggled to lift her hooves out of the muck. She couldn't so much as budge them. The others were having no better luck as they struggled. Rainbow Dash flapped her wings trying to get some air, but her hooves were anchored fast. Twilight's horn glowed as she attempted to magically teleport herself out but nothing happened.

"STOP!" Zecora shouted from the edge of the marsh. "Do not move a muscle or so much as a hair! You have walked into the Swamp of Despair!"

"The what?" Rarity strained to pull her hooves out. "Ugh, this is so naaaasty!" She whined.

Zecora shook her head as she stomped up and down the edge of the swamp. "The swamp has led you astray! I warned that if you strode from the path that you would pay!"

"Less talking, more magic." Rainbow barked. "This stuff is sticker than the royal taffy!"

"Oooh I love taffy! It's so yummy and gooey and fun! Sometimes it's sooo sticky that I can't even open my mouth! Bon Bon loves making taffy because whenever I talk to her or Lyra she always has some and gives it to me! Isn't she just a nice pony? Why-"

"PINKIE PIE!" Dash shouted. "We don't have time for your…whatever it is! We need to get out of here! How about it Zecora?"

The zebra shook her head. "Were it so easy I would already have done so already. The swamp is deceptive and most deadly."

"But…we're not sinking." Twilight looked down. "We can't move but we aren't sinking either."

"Not yet." Zecora said tersely, her voice ominous. "The swamp drags you down not through your weight, but through your mind. Memories, feelings, it will conjure up everything depressing and sad you've seen in your time. The heavier your heart grows, the deeper you sink. So if you want to live, happy thoughts you should think."

Rainbow Dash looked incredulous. "That is the most—"

"—_pathetic attempt at Immelmare Turn ever!" Hoops laughed as Rainbow Dash picked herself out of the crater in the cloud that she'd rather abruptly landed in. Well, crashed really, if you wanted to be picky. And Hoops and his friends definitely wanted to. "Maybe we should call you Rainbow CRASH!"  
_  
The confused mare shook her head. Why was she suddenly thinking of that? She looked around only to find that everypony else in the swamp was shaking their heads or crying out…or just plain crying.

Before she could say a word, Dash found a new image flashing in her mind.

_She was nine-sneaking out of the palace to follow Shining Armor home. Her filly mind was all a giggle. This was gonna be great! She would follow him back and wait for him to go to bed…then the next morning he'd wake up to find himself pranked in his own bedroom! Classic!_

_Crouching in the shadows, the saw him stop in front of a house and knocked at the door. The front door opened up. Rainbow Dash saw the head and neck of a pink unicorn poke out of the door. They started talking…then she saw Shining Armor quickly glance this way and that before leaning in…and gave the unicorn a kiss._

_Little Dash felt her stomach drop worse than it did after an inverted corkscrew. Shining Armor…had a girlfriend? Tears suddenly welled up in her eyes as the little filly ran before she started crying out loud. Her heart felt like it had been pierced by a lightning bolt.  
_  
She felt moisture on her cheek…and as she raised a hoof to brush away the tear Rainbow realized that the tear wasn't just a memory. She flapped her wings, trying to extricate herself from the swamp. "I've gotta get out of here!" Rainbow Dash thought furiously, her cheeks wet.

She shivered as she felt a coldness in her belly. Looking down she saw that she was sinking! Her belly was now brushing the surface of the swamp. As hard as she tried to fight it, she couldn't budge an inch.

Rainbow Dash scrunched her eyes shut and shook her head. "This isn't real this is not happening…" as other memories floated to the top. Ditzy Doo as Nightmare Moon struck her with lightning. Shining Armor being transformed. Celestia breaking apart into a cloud of golden dust before Rainbow's very eyes…

The swamp was now at chin-level. Rainbow Dash closed her eyes. It wouldn't be long now…

"Pfff bwahahaha!" A happy peal of laughter suddenly disrupted the unhappy fog of memories she found herself lost in. Looking around (or as much as she could with herself neck deep in muck) Rainbow Dash saw Fluttershy, Applejack, Rarity and Twilight were in the same boat as her.

Twilight's hair had somehow become a frightful mess, hair's randomly poking out ever which way, giving her an off-kilter look. She was sobbing, apologizing to her parents…for what Rainbow Dash could only guess was Twilight's disastrous entrance exam. Rarity cries had reached a high pitch that made it almost impossible to understand her. And Applejack, who was right next to Rainbow Dash was sobbing quietly. The only thing she could hear the farmpony saying was "momma…daddy…." But out of all of them Fluttershy looked the worst, her face a mess as a stream of tears poured down her cheeks.

But when Rainbow Dash looked to Pinkie Pie, she saw the pink party pony prancing about on the swamp, not held down in the slightest. She was smiling and laughing. "Pinkie Pie? Wha….?" Rainbow croaked, her throat constricted with emotion.

Suddenly, Pinkie Pie was there, rubbing Dash's mane. "Aww, it's okay Dashie! Auntie Pinkie Pie will take care of everything, don't you worry!"

Oddly enough, the feel of Pinkie stroking her mane made Rainbow feel…safe. It reminded her of when Princess Celestia would do the same for her when she was upset. "But why aren't you stuck like the rest of us?" Dash protested. "Aren't you ever sad?"

"Silly pony, of course I am! Everypony is some sometimes. The trick is to remember that the sad don't last forever and to always look on the bright side! In fact…" She cleared her throat. Rainbow Dash heard music coming from somewhere as Pinkie started to sing.

"_Some things in life are bad_

_They can really make you mad_

_Other things just make you swear and curse._

_When you're chewing on life's gristle_

_Don't grumble, give a whistle_

_And this'll help things turn out for the best..._

_And...always look on the bright side of life..._

_Always look on the light side of life..." _

Pinkie started whistling. The sight of her capering and dancing around, in spite of everything made Rainbow…smile. Just the act of grinning made her feel more free. The others had small, tiny smiles start to tug at their faces.

Thus buoyed, when Pinkie finished one song, she went into another.

"_Come on everypony_

_Smile, smile, smile!_

_Fill my heart up with sunshine,_

_Sunshine!_

_All I really need's a smile, smile, smile!_

_From these happy friends of mine!"_

By this point, everypony (and zebra) was smiling at Pinkie's antics, hardly noticing that they had stopped sinking into the bog. And when Pinkie got to her grand finale…

"_Everything is perfect, it's falling into place._

_I just can't seem to wipe this smile from my face._

_Life's a happy song, when there's somepony by my side to sing along._

_I've got everything that I need, right in front of me!_

_Nothing's stopping me_

_Nothing that I can't be with you right here next to me!_

_You've got everything that you need, right in front of you!_

_Nothing's stopping you,_

_Nothing that you can't do _

_That the world can throw at you!_

_Life's a happy song!"_

Pinkie stopped and gestured to her friends to join in.

"When there's somepony by your side to sing…" Applejack chimed in.

"_Life's a happy song!"_

"When there's somepony by your side to sing…" Twilight smiled. That made Rainbow Dash smiled also. Soon everypony—and Zecora—was smiling and joined in on the final line.

"_Life's a happy song-when there's somepony by your side to sing alooooooong!"_

Rainbow Dash pumped her hoof in the air—only to realize that it was no longer stuck in the ooze. In fact, all the trapped ponies pulled their legs out of the swamp and laughed with relief—free from its grip. On the bank, Zecora reached into her saddlebag and pulled out a hoofull of powder. She gently tossed it into the swamp and chanted under her breath. "Azarath Metrion Zinthos. Azarath Metrion Zinthos!"

The swamp shimmered and the ooze seemed to dissolve into normal, if muddy, water. "What did you do?" Applejack asked.

"From the strength of your laughter and joy, the magic of the Swamp I was able to destroy. It is no longer a threat-but a normal swamp. Warm, muggy, and wet through which ponies can stomp."

Rainbow flew over to hero of the hour. "Pinkie Pie that was amazing!"

Smiling, the pink pony merely hopped up and down. "Aw, silly! It was nothing really! Laughter makes everything better!"

Zecora, beaming widely, made her way back to the front of the group. "Come my friends, we have much further to go. The night will be long and the dangers many, before we can strike the final blow."

"Then what're we waiting for!" Applejack yipped. "Let's get a move on!"

"Yeah!" The others shouted as they trotted off, their spirits rising.

"Watch out Nightmare Moon!" Rainbow Dash crowed. "Here we come!"


	18. Chapter 18

"_What's the reason to be lonely,_

_When there's other folks like you? _

_And like birds of a feather, they all flock together too_

_Where there's music and there's laughter_

_And good times that have no end_

_Come with me and let your fur down with a friend!" _

Pinkie bounced around the group, still singing happily at the top of her lungs. While her singing and laughter had saved them from the Swamp of Despair, she didn't see their freedom as a reason to stop.

"Pinkie…" Rainbow Dash groaned, her amusement to annoyance ratio somewhere at 50:50 and tilting towards annoyance. "We're not in the swamp or sad anymore…you can stop now."

"Awww, but Dashie! Where's the fun in that?" She pouted before launching into another verse.

"_Come with me and let your fur down_

_Come with me to step inside_

_Come with me, join the hoe down_

_Come with me just for the ride_

_Come with me unto the bright light, _

_Come with me around the bend_

_Come with me and let your fur down with a friend!"_

Applejack shook her head. "Boy howdy, they ain't no stopping here, is there?"

"Nope!" Pinkie giggled. "I just keep going and going and going…" She emphasized each 'going' with a bounce.

Rarity tossed her mane. "Well, I for one am certainly grateful for Pinkie's singing in getting us out of that filthy, dirty swamp!" She shuddered as she looked at herself. "Just look at what it did to my coat!" Rarity let out a low whine as she shook herself, trying to dislodge whatever remaining dirt and was still stuck in her fur.

"Nice to know your priorities are still in order." Rainbow muttered.

Rarity ran a hoof through her mane. Then suddenly, her eyes widened. "Nononononono!" She frantically ran both her hooves through her mane, not caring as she messed up her hair.

Fluttershy looked over at her. "What's wrong?"

"My necklace!" Rarity shrieked, looking around at the ground. "I keep it in my mane! But it isn't there! It's gone!"

Rainbow Dash flicked her head, her patience at a low ebb. "It's not like you don't have a dozen others back in your shop. I'll even get you another one—you know, right after we're finished SAVING THE WORLD!"

Rarity shook her head frantically, her face wet with tears. "Y-you don't understand! This is the. Worst. Possible. Thing! Really!" She cried. "I-it was a gift from my grandmother after I made my first dress! It's irreplaceable!"

"Sugarcube, ah'm sorry but we don't have the time!" Applejack gently tapped her own hat. "Ah know how y'feel, but everypony in the world is counting on us! Ah'll help you look for it on the way back, ah promise."

"Wait." Everypony looked as Twilight spoke up. "Give me a minute." Twilight shut her eyes. "Here goes…" Her horn lit up as she focused. All of a sudden a white ball of magic appeared out of her horn and zoomed back in the direction they had just come from. Twilight galloped after it. About a minute later, Twilight returned with something clutched in her magical grip.

"My necklace!" Rarity shrieked again, but this time in a completely different tone—if not volume. "Oh thank you Twilight, thank you!" She gushed, nuzzling the flustered unicorn.

"I-it's no big deal!" Twilight squeaked out. "It was just your basic track and search spell…I found it right at the edge of the swamp. Or the former swamp anyway-urk." Rarity threw her hooves around Twilight, forcing the breath from the purple unicorn's lungs as she hugged her.

"Oh my goodness, it's certainly very pretty." Fluttershy admired the necklace as it hung in the air. It was a simple silver necklace, finely woven, and in the center was a small perfectly cut gem that shown with all the colors of the rainbow, shimmering as it moved.

Rainbow sighed. Another delay. "Yeah, yeah it's really nice. Can we go now?" She urged as Rarity clasped the necklace around her neck and tucked it away in her mane.

"Really, Rainbow Dash…" The white unicorn tsked. "You can stand to be a bit more generous when it comes to other ponies feelings."

Dash was having none of it. "Oh come on! There's no reason to get all…frou-frou and girly—especially when we're on a trip into a dingy forest!" She didn't notice the semi-offended look on Zecora's face.

Rarity sniffed. "How one presents oneself to the world is important! When you show that you care about your appearance it shows that you care how others perceive you: that shows them that you value other ponies' opinions and that you appreciate what they think." Rarity stepped forward, sauntering slightly and shaking her tail.

"Oh come on Rarity, don't-!" Rainbow Dash groaned, but it was too late.

_Oh now I believe in looking _

_Like my time on earth is cooking _

_Whether polka dotted _

_Striped or even checked _

_With some glamour guaranteeing _

_Every fiber of my being _

_Is displayed to quite remarkable effect _

_From your cradle via trousseau _

_To your deathbed you're on view, so _

_Never compromise, accept no substitute_

_I would rather wear a barrel_

_Than conservative apparel _

_For my dress has always been_

_My strongest suit!_

Somehow, at the exactly proper moment, Pinkie Pie burst out singing—completely in tune with Rarity.

_Overwear!_

_Underwear!_

_Anytime!_

_Anywhere!_

Rarity, nodded, smiling graciously as she continued her song, Pinkie repeating every last word or two per line.

_Soooo bring me all my finest (my finest!)_

_Most audacious, my divinest (my divinest!)_

_Most revealing _

_Most expensive and to boot (most revealing, most expensive!)_

_Most arresting _

_Most heart-stopping_

_Most free-flowing _

_Most eye-popping _

_Dress has always been my strongest suit!_

_(I am what I wear!)_

_My strongest suit!_

_(I am what I wear!)_

_You know that I am what I wear!_

_A dress has always been my strongest-my strongest-my strongest _

_My strongest-my strongest-My strongest suit!_

Rarity concluded, striking a pose. Rainbow Dash's jaw was hanging open. Pinkie Pie and Fluttershy were applauding politely (the former with much more enthusiasm). Applejack shook her head as she smiled and Twilight looked bemused. Zecora affected not to notice as she tapped her staff against the ground. "Come then, let us move on. We have much further to go before this night is gone."

One by one, the ponies followed her, except for Rainbow Dash who just stood there, stock still as she shook her head. "Confound these ponies." Rainbow Dash grumbled as she flew off after them.

Their trek through the forest continued, each part looking much like any other. Soon they came to a clearing which everypony was looking forward to: a chance to stop and rest. But before they could enter, Zecora stopped short, causing the group behind her to stop. "We must tread with caution as we cross this place." She said warningly. "Dangerous things lurk beneath the earth's face."

Rainbow Dash, who as usual was still in the air, looked down. All she could see was a dirt patch that covered the length and width of the clearing. Aside from a lack of grass, it looked no different than any other part of the Everfree.

"Oooh!" Pinkie Pie examined the dirt with a critical eye. "Like what? Is it giant worms with mouth tentacles that go all blaarg and suck you down! Or maybe it's—"

Pinkie Pie opens mouth, insert hoof. Rainbow Dash had it practically down to a science by this point. "Pinkieee…." She said warningly before removing her hoof.

"Zecora, everypony needs a rest." Twilight said, fidgeting. "What's so dangerous about this place that we can't stop? I don't see anything."

"And if'n it is dangerous, why not just go 'round it?" Applejack asked.

Their zebra guide sighed. "The forest around here is too dense to go through, which leaves us only the clearing you see before you. As to the danger, as I said—it lies beneath the ground, something you should dread. Walk softly, with great care and of our presence, they will not be aware."

Rainbow Dash flew over the clearing, circling around for any sign of…well, anything. "You're reaaally stretching it with those rhymes Zecora."

"If my syntax causes you vexation, then feel free to employ a guide more suited to your dictation." Zecora replied airily as she gingerly started walking, slowly, across the clearing. She walked with such great care that she hardly left even a hoof print in the fresh earth. Seeing her example, the others followed suit.

Rarity, of course, couldn't help tossing her mane and lifting her snout in the air as she elegantly pranced across the ground. Fluttershy stood on her tips of her hooves as she scuttled forward. Twilight and Applejack were having more difficulty—especially AJ—since neither one of them had much cause to sneak and creep around (aside from when Twilight was sneaking into a closed section of an archive that is).

They were about halfway across when Twilight's hoof sank into a soft patch of dirt and with a surprised yelp fell over on her side. Everypony stopped short and held their breath. Nopony so much as twitched. After a moment of waiting, nothing happened.

Applejack sighed. "Well, that's a relief!" She said as she took a step…only to have a clawed hand burst out of the ground and grabbed her by the ankle.

"Z-zombies!" Yelled Pinkie Pie in terror. Fluttershy shrieked and froze up with fright as hand after hand burst up from the dirt, grabbing and waving at anything within reach.

"What are these things?!" Rainbow Dash demanded as she abruptly stopped flying and landed on one of the hands with all four hooves. Hard.

Zecora was swinging her staff around, smacking the reaching hands around her. "The diggers of the deep, rough and cruel, and smell of rotten hogs—" A howl interrupted her as dirt was tossed into the air. Hands reached out of the hole torn in the ground, and attached to them were long furry arms attached to equally furry bodies. Three forms emerged from the dirt, hands raised and claws bared.

"—beware of the Diamond Dogs."


	19. Chapter 19

Rainbow Dash gave out a challenging snort as she faced the fearsome Diamond Dogs. Frankly, she was underwhelmed. There were only three of them and none of them exactly struck her as being all that impressive. One was decently sized and bulky, but looked about as sharp as a bowling ball. Another was so short Scootaloo could've taken him. The one in the middle with the red vest looked intelligent—comparatively speaking—but was skinny and lanky as all get out. The arms looked disproportionately large on them, but Dash knew she could take them all, without help.

"I got this!" She called over her shoulder before revving her wings and launching herself towards them.

Zecora tried to call her back, but her voice was lost in the slipstream of air. An instant before she would've knocked those dogs flat on their tails, a horde of large, muscular, armored Dogs emerged from below. It was headfirst into the chest plate of one of those Dogs that Rainbow crashed right into.

Everypony—and zebra—winced in sympathy and the cacophony of noise that broke out when Dash's face hit solid metal. The big dog just looked down at her as the woozy pegasus peeled her face off his chest and slid down onto her rump.

"Oh my goodness, are you all right?" Fluttershy called out—softly. Applejack hurried over to give Rainbow Dash a hoof, and to defend her in case the dogs attacked. The wall of dog guards let the farmpony take her friend back. They had them enveloped on all sides in a ring of Diamond Dogs.

"Now ponies go nowhere!" Crowed the lead Diamond Dog.

"What do you mangy ol' mutts want?" Applejack snorted, pawing at the dirt with her hoof. "Cuz if it's trouble yer lookin for, you've found it!"

"Geeems!" Hissed the Diamond Dog. "We need ponies to dig for us in the mines!"

Twilight blinked. "Why do you need ponies? It seems like you're better equipped to handle the task of mining the earth, if the last five minutes have been of any indication."

The three main Diamond Dogs blinked. They hadn't thought of that. "Hrm, ponies pull! Yes! Ponies pull the wagons!" Barked the shortest dog.

"Wouldn't it be hard for non-Diamond Dogs to even see underground, or live for that matter?" Twilight pressed. "Studies have found that ponies are best equipped for survival in habitats that provide clean air that is well circulated as well as temperatures ranging between…"

"Enough!" The dogs covered their ears. "Stop criticizing us!"

Twilight lowered her head. "Oh, sorry. I didn't mean to, it's just that you—"

The big one moaned as he covered his head. "Purple pony is still talking…WHY is she still talking?!"

"So will you let us go?" Zecora asked politely. "No disrespect did we mean to show." She nudged Rainbow Dash meaningfully. "Isn't that right? Nothing was meant by her, hrm, sudden flight."

"Yeah, sure whatever." Grumbled the annoyed pegasus.

The Diamond Dogs looked at each other and went into a quick huddle. There were hushed whispers and murmurings before they broke apart, facing the party of equine. "Hrm…no!" Declared the leader. "Striped pony and non-striped ponies not pass until they give us tribute!"

"Oh, I'll give him a tribute…" Rainbow Dash said, raising herself on her hind legs and boxing the air with her front ones. AJ pawed at the ground, lowering her head as if to charge them. Fluttershy hugged the ground, covering her face.

Twilight tugged both of them back with her magic. "Come on you guys…we can't fight all of them!" She whispered.

"Speak for yourself." Rainbow hissed back. "If we can't stand up to a bunch of dogs, how do you expect us to stop Nightmare Moon?"

Rolling her eyes, Twilight amended her objection. "Okay, fine you can take them. But what if somepony gets hurt? We need all of our strength to deal with Nightmare Moon."

Dash snorted, but had no retort.

Pinkie Pie bounced up to the Diamond Dogs. "What sort of tribute do you want? Oooh, how about a party? We can have a great big doggy party with party favors shaped like bones and we can play pin the tail on the Diamond Dog and bob for tennis balls and…eeep!" AJ yanked Pinkie back by her tail.

"Gems!" Hissed the dogs. "Give us gems or we not let you through!"

"Where are we supposed to find gems?" Demanded Applejack. "Dang things ain't just layin' around the Everfree Forest!"

"Don't suppose you happen to have some sort of magic spell that makes gems out of rocks, do you?" Rainbow Dash said to Twilight.

"Well, there are spells that can transform objects into other objects, but it's only temporary—I don't know if it'll last long enough for us to get away." She whispered.

Rarity bit her lip as she concentrated. Her horn shimmered with magic. After a minute she sighed and sat down, looking depressed. "It's no use."

"What is it?" Twilight asked, the others looking to see what Rarity had attempted.

The elegant unicorn sighed again, deeply. "I know a spell that helps me find gems…it's what led me to my cutie mark, though I didn't know it at the time. I was checking to see if there were any gems nearby that we could dig up and give to those dreadful Diamond Dogs."

"And?" Applejack asked. Rarity shook her head. "Shewt. Looks like we're gonna have a fight on our hooves."

Rainbow Dash stretched, cracking her neck as she readied herself. Her preparations were cut short by Rarity's soft interjection. "Not necessarily." She reached up with her hoofs and slowly pulled her necklace from around her neck.

"Oh but Rarity—you can't! It's from your own granny." Applejack whispered, a pained look on her face.

"I know…but Equestria needs us to move forward more than I need this stone. And besides…" She gave a wane sad smile as magicked the shining gem up to her eye. "I don't really need it to remember that my grandmother loved me." The elegant unicorn strode forth, her head tilted back as she levitated her necklace up high for all the Diamond Dogs to see. "Shall I assume this is enough for us to pass by?"

The dogs didn't answer. They were all looking wide-eyed at the amazing, rainbow-colored gem. Their ears were flattened against their skulls as if simultaneously awed and ashamed to be in front of such beauty.

"It beautiful…" whispered the short one.

The lead dog's eyes went wide as he hesitantly reached out and grabbed—no, caressed, the gem within his paws. He cradled it, half-turning away from Rarity for fear that she might suddenly renege and take their precious gem away. "This is most beautiful gem Diamond Dogs ever see…" He whispered in a hushed tone that still managed to travel across the clearing for all to hear. "You give this…to us?"

Rarity closed her eyes and lowered her head in a single nod. "A-at least I'll know that it's always appreciated—eek!" She opened her eyes and raised her head to find herself being adoringly licked by the Diamond Dogs.

"Nice pony! Give pretty gem to dogs!" The leader slurped her cheek in a friendly manner. "You are friend to Diamond Dogs forever! You may pass! Yes, and back again later! Oh thank you wonderful pony!"

Rarity gave a weak grin as her eye slightly twitched at the sensation of Diamond Dog drool on her cheek and their hot breath in her nose. After one last group hug, the Diamond Dogs—clutching their new treasure—leaped back into their holes and filled them up again.

Hesitantly, the rest of the group made their way to Rarity. "Are you…okay?" Rainbow Dash asked. "Rarity?"

"Hmm, yes, I'm fine. Just…fine." Rarity's voice was light, airy even. "Why wouldn't I be?" Fluttershy and Pinkie Pie gave her a hug on either side.

Applejack removed her hat. "Rarity I—I know how important it is to have something from your kinfolk to remember them by. How about for the rest of the trip, you can wear my hat."

Shooting the earth pony a grateful smile and a nod, Rarity levitated Applejack's hat onto her head. "Hmm, not the most stylish but undoubtedly functional." Was her judgment. "Thank you."

"So…think you'll be okay?" Applejack asked.

"I said so, didn't I?" Rarity replied in a non-answer. "There's something a wise pony once told me: When you're giving love away, love will come again to stay. What you give is what you gain, when you pass it on."

Zecora nodded approvingly at the wisdom and the way it was conveyed. With a gentle whicker, she urged the group onward.

Just before Rainbow Dash took the skies she heard Applejack ask where Rarity had heard that saying from. The last thing she heard was Rarity's answer.

"From my grandmother of course. Who else?"

Once more the party was on their way through the great tracts of the Everfree Forest. Rainbow Dash, for a change, had decided to walk with the rest of the group instead of flying above them. Her eye kept trailing to Rarity, who walked with quiet dignity, trying to conceal her pain at what she had to sacrifice. Rainbow Dash was in the throws of cognitive dissonance—a phrase she had never had cause to use—as she tried to grapple with her two images of Rarity. On one hoof: prim, prissy Prima Dona and fashioñista: On the other hoof, caring, and generous and even capable of as deep sacrifice.

And Pinkie Pie…how could a pony that random and seemingly detached from reality be capable of spreading so much joy that she effectively managed to counter or drown out the worst moments of her life?

What was the deal with these ponies? Why were they sticking by her like this?

So lost was she in her thoughts that Rainbow Dash didn't even notice when everypony else stopped. She kept going ahead until she felt herself being tugged back by her tail.

"Hold up there Rainbow." Applejack said around a mouthful of rainbow. Releasing her grip, she gestured ahead of her. "Or were you planning on taking a dip?"

Dash looked ahead. She was about three feet from setting a hoof into a large river. She had nearly walked right into it without even noticing! She coughed. "I…knew it was there the whole time." Rainbow smiled weakly.

"Of course you did." AJ agreed amiably.

"Oh jeepers!" Pinkie Pie said as she peered over at the river. "That's a river of refreshment! A lake of liquids, a whole lotta water, a…does anypony else suddenly need to use the bathroom?" She made a face.

Sidestepping that issue entirely, Zecora looked across the river. "Blast this confounded mist! I cannot even see to the other side in this!"

"I-it looks really far away." Fluttershy said meekly.

"Too far to swim." Applejack agreed. "Ah don't think most of y'all could make it across, no offense."

Twilight nodded. "None taken. We don't even know what lives in that water." She looked at it critically. "I can't teleport across either if I can't see the other side. I'd either come up short and end up mid-river, or overshoot it and end up teleporting into a rock or a tree or something."

"Nothing to stop me from flying over." Rainbow Dash shrugged. "I could carry you guys."

"All of us? All the way across the river?" Twilight was incredulous. "I'm sure you could carry a couple of us across, but we can't see the other side. If you get tired or if your grip slips—even once!—somepony could fall in."

Zecora nodded. "Splitting up would be unwise, especially if we are split on the river's two sides."

Dash snorted. "Okay, so we can't swim, teleport, or fly across. What's left?"

"Bucking." Applejack announced, to incredulous stares. She walked over to a nearby tree, a weeping willow that hung out over the river. She started kicking at the trunk. Her hooves lashed out again and again until the drooping tree tipped over and fell into the river with a splash!

AJ shot her companions a grin. "Well? What're y'all waiting for? A written invitation?" She let out a whoop and leapt onto the fallen tree. "We're gonna ride this thing all the way across the river!"

"Applejack you're brilliant!" Twilight exclaimed as she jumped onto the tree. Pinkie bounced over with ease and Fluttershy and Rainbow Dash landed breezily on the trunk. Zecora had to gently nudge and prod Rarity into getting on the wet, dirty trunk but eventually she did.

"And we're off!" Rainbow Dash cried as she started flapping her wings, helping to navigate the ungainly vessel. "Give me some wing power Fluttershy!"

The yellow pegasus squeaked. "O-okay…but it's not going to be much." With the two of them flapping, they managed to more or less steer the tree towards the other side of the river and had managed to put some distance between them and the other side.

The mist that clung to the river's surface had enveloped the bank they had launched from, now they couldn't see either side of the river. It was all water and mist as far as they eye could see.

"Leastaways the water's smooth." Applejack said when Rainbow commented on it. No sooner had the words left her mouth then the tree was suddenly rocked hard. "Whoa nelly!" She called. "Everypony hang on to a branch!"

"Aaaaah!" Rarity shrieked as water splashed over her. "Bwah! My MANE!"

"Is the water getting rough?" Rainbow Dash asked, deciding to stick with her companions on the tree even though she could easily fly off and avoid the turbulence.

Twilight shook her head…though that could've been the tree rocking. "No! The water's still smooth! I think something's hitting us!"

Zecora pointed with a hoof. Everypony looked to see ripples in the water and a dark shape just below the surface swiftly approaching their makeshift ship. It collided, sending tremors all along the length of the tree. "I'm getting dizzy…." Fluttershy said woozily.

"Here come more of them!" Twilight said, seeing half a dozen dark shapes cutting swiftly through the water.  
Rainbow Dash just managed to shout "Hang on!" before the impact. The tree turned on its side, pitching seven equines into the cold river. Rainbow sputtered, spitting out water as she surfaced. "Everypony alright?" She called, her soaked mane obscuring her vision.

"Ptooey! I'm okay!" She heard Pinkie Pie call. "Hey, who wants to have a splash fight? We can—hmmph!"

Rainbow Dash sighed, grateful somepony else had put her hoof down…or in, as the case may be. "Thanks AJ."

"Thanks for what?" The earth pony called. "I didn't do nothing."

"…Rarity? Twilight?" Rainbow Dash asked, hearing a pair of nos drift her way. Looking around she saw Zecora treading water. She was going to say something but suddenly submerged. Dash looked on in confusion as Zecora burst out of the air, spitting out water and taking a gasping breath of air. "Zecora, what—" Suddenly the zebra went under again. Not diving under, Rainbow realized with horror. But *pulled* under. "Something's in the water!" She called right before she felt a tug on her hind leg. "Watch ou-HMPH!" There was barely anytime to close her mouth before she was tugged under.

She kicked her hooves around furiously, but the water made her movements feel slow and lethargic. Still, whatever had pulled her under had been shaken off.

Rainbow looked around. After flying at literally blinding speeds and through all sorts of weather, seeing through the water wasn't much of a challenge for her. She saw Zecora and the others being tugged down by the tails, by their hooves by vague shapes darting through the water.

Fins and tails and flippers and…no. It couldn't be. Rainbow Dash felt her eyes widen. Something tugged on her and she turned to find herself staring face to face with the impossible: a pony face attached to fish-like body snarling at her with a jaw full of little sharp teeth. It angrily burbled at her through the water. "Shoo be doo!"


	20. Chapter 20

Rainbow Dash struggled fiercely, trying to bat the pony—fish—thing away. But where her movements were sluggish and clumsy under the water, the creature's were lithe and nimble. What's more, it had help.

Even as one of them was pulling her down by her tail, another attacked from above to shove her down into the depths. Even more soon joined in yanking on her limbs and forcing her down. Looking around, she saw that the others were being pulled down as well.

Frustrated Rainbow tried to either let out a scream or bite at one of her attackers—only to be rewarded with a long semi-prehensile tail being wrapped around her muzzle for her trouble.

Her lungs burned for air and she reflexively tried to open her mouth, desperate to fill her lungs, only to find that the tail around her muzzle had constricted further. Rainbow looked up at the surface pleadingly, grateful in the knowledge that no pony would even notice her crying. She didn't want to die! This wasn't how this was supposed to go—she was Rainbow Dash! She belonged in the air, not at the bottom of a river.

Strangely enough though, that wasn't even her biggest regret. Her biggest regret was that she had failed Celestia. Failed Shining Armor. Failed Ditzy Doo and her daughter. Failed Equestria. Worse, she had dragged Twilight, Applejack, Fluttershy, Pinkie Pie, Rarity, and even Zecora with her on this doomed trip. Her fault. 'If only I'd been more firm! I told them they should've stayed in Ponyville!' She closed her eyes. 'Guys…I'm so sorry.'

Her hooves hit the riverbed. Rainbow's vision swam—ironic, some tiny corner of her mind mused—from lack of air. She looked up to see a whole swarm, or school she supposed, of the creatures circling around her and her friends. They were swimming faster and faster. Rainbow Dash blacked out for a minute. When she came to, she was laying on the cold, hard ground at the bottom of the river.

Reflexively she opened her mouth to take a deep breathe. It wasn't until a few seconds later that her brain had booted up enough to realize that she should've been choking on water, but wasn't. The fish…pony…*things* were gone. And that wasn't the only thing. There was no water!

"What the hay?!" Dash exclaimed as she got up and took a breath. She wrinkled her nose. It smelled fishy and moldy and cold…but it was still air. Her mane and tail was still dripping wet…as was her coat, which she corrected by shaking herself out. Looking around, she saw a giant bubble shimmering around her. Outside it she saw the water and the creatures curiously circling around it. Experimentally, she gently pushed her hoof at the edge. It wobbled but held firm. "Weird…"

A groan alerted her attention to her friends as they stirred themselves. Rainbow darted over. "Everypony alright? Zecora?"

The mystic zebra spat out a mouthful of water. "My thanks for your concern, but if I have injuries, they cannot be discerned." Her Mohawk drooped slightly but somehow managed to more-or-less maintain its shape.

Rarity shuddered, cold and wet and appalled at her mane. "My hair!" She moaned, tugging Applejack's borrowed hat over her eyes. "Don't look at me!"

"Oh for the love of…" Applejack shook herself dry, showering her companions with droplets of water. "Yer fine."

Fluttershy daintily sneezed. "Oh my! It's so cold down here." She looked around at the river held just beyond their bubble of air. "Wow…I could spend time with so many animals if I could stay here!"

"Maybe we should have an underwater party!" Pinkie Pie jumped up. "Shoot! I forgot my swimsuit!"

"Pinkie?" Twilight looked confused. "Why would you even—" she saw the look everypony else was giving her. "I shouldn't even be questioning this, should I?"

"No." Came the unanimous reply.

Rainbow Dash shrugged her wings, shaking the water out of her feathers. "Okay, enough sight seeing. We need to figure out a way out of here!"

"Easier said than done sugarcube." Applejack looked up. "Even if we swam straight up I don't know if we could reach the surface in time and that's not counting those fishy things trying to pull us down again."

Fluttershy raised her hoof. "Um, excuse me…"

"Twilight, how about you poofing us to the surface?"

"Poofing?" The lavender unicorn repeated incredulously. "That's what you're calling it now?"

"Um…I'm sorry but…" Fluttershy tried again.

"Can you do it or not?" Rainbow Dash demanded of Twilight, not even hearing Fluttershy.

"I don't know…I've never tried teleporting this many ponies through that much water…I don't know how that could affect the—

"Waaaait!" Fluttershy yelled, barely reaching a normal volume. It still managed to draw the attention of everypony and zebra present. "Oh! Sorry! But um, the—um, seaponies—are watching us." She said in a hushed tone. "I—I think they're waiting for something."

Rainbow Dash snorted. "Oh they are, huh?" She marched up to the barrier and looked out at the ogling creatures. Not struggling for life and breath made it easier for her to take a good look at them. They had the head of a typical pony or other equine, if you missed the gills on either side of the neck. They would close tight, then slit outwards, then close again in a steady rhythm. Their eyes were slightly bulging and as they opened their mouths, Rainbow saw rows of tiny, sharp teeth. The rest of their body was oddly curved, jutting back, then forward, then ending in an eel-like tail. "What do you want?" Dash demanded. "Can you even talk?"

The pony head pushed forward until it breached the barrier between river and air. Rainbow jerked back, half expecting the river to pour in through the bubble. Instead, the seapony looked at her with blinking, bulgy eyes. "We…talk." It gurgled and slurred in a somewhat feminine voice. "I…Wave—dan—cer." It burbled. Then it quickly darted its head back into the river, only to re-emerge a second later.

"Did you do this?" Twilight stepped forward, indicating the air bubble with her horn. "Did you make it so we could breathe down here?"

"Yesss." Hissed Wavedancer. "Not want…shore ponies drown. Yet." She added as an afterthought.

Rainbow extended her wings. "What's that supposed to mean?" She demanded. "You drowned us so you could save us only so you could drown us later? What is your problem?!"

The seapony retreated back into the water and began to confer with one of its fellows. From behind the bubble they heard a rushing flow of burbling sounds. The second one barked in a harsh laughter as Wavedancer poked her head back into the bubble. "Not…all drown." She explained, narrowing her eyes. "You wreck tree."

"The willow tree?" Rainbow was incredulous. "What about it? What's the big deal?"

This was apparently the wrong thing to say as it sent Wavedancer's fins flapping in agitation as she darted back out and in again. "Seaponies migrate each year. Shoreponies block rivers…dam streams…make it harder to reach spawning grounds—other seas—other sea ponies!" She retreated back into the water again. "Tree been here many a migration…schools of seaponies played under it…and you wreck to make new dam!"

"So you're just gonna drown us over a tree?" Rainbow Dash snorted.

Wavedancer nodded. "Pony who knocked over tree…must pay price. Others can go. Tell us who did it."

"Nopony did it!" Rainbow lied breezily. "We found the tree lying on the bank and decided to use it for a boat. We just wanted to get to the other side, not dam the river!"

"Ponies lie." Wavedancer burbled, somehow conveying skepticism. "We hear thumps…pony kicked tree down. Tell who…or all drown."

Rainbow reared up and took a swing at Wavedancer who ducked back into the water at the last moment. "No way!"

Wavedancer wriggled her way up and poked her head back in near the top of the bubble. "Seaponies control water…we can hold it back for a while. Not forever. Tell us or bubble break and ponies all trapped!"

Rainbow Dash took a breath. "Is that so? Well—"

"It was me!" Everypony turned to see Applejack raising her head as she headed for the barrier. "Ah did it. Ah knocked over yer tree and ah'm powerful sorry. Let mah friends go."

"Applejack, shut up!" Rainbow Dash hissed angrily, only to have the farmpony ignore her.

The seapony looked…confused. At least that's what everypony observing thought. She ducked back into the water to burble and cackle at the other seaponies before reemerging at eye level. "You…knock over tree?"

"Yes ma'am." AJ nodded.

"Why confess? Why not blame other pony?" Asked the seapony.

Applejack straightened herself and looked her right in the eye. "Ah was raised not to tell fibs or to let some other pony take the blame for mah mistakes. If it means you'll let mah friends go, then do what you want with me. Ah did it, and ah did it alone."

Wavedancer said nothing. After ducking back into the water again, she stared at the orange earth pony. "You…not liar."

"No, ah ain't." AJ flicked her tail. "What Rainbow Dash said about us not wanting to dam the river was true. We only wanted to cross the river to get to the old palace so we could stop an evil pony from making it night forever. You must've noticed that the sun should be up by now."

Wavedancer hesitated. "…This true." Her flippers shook in agitation. "Tides all wrong. Moon not supposed to be like this." She bit her lip. "If…IF we let ponies go…you fix?"

"Yes ma'am." Applejack said again. "Ah promise you that. We'll fix this whole forever night thing…and I'll plant some new trees by the river. Y'all like apples?"

The seapony tilted her head, considering this. "What you swear by?" Wavedancer asked.

AJ took a breath. "By my heart, hoof and my bone. By my family and my home. By all the apple trees I've planted and mah kin have planted for generations out of mind—we will make everything right, and ah DO mean everything." She gave a wane smile. "And if it means you'll let mah friends go, ah'll agree to come back and let you…do whatever you want with me."

"AJ!" Rainbow Dash tugged on her tail with her teeth. "STOP!"

"Let go Rainbow!" She flicked her tail free and gently whapped the cyan pegasus' muzzle with it. "This is the way it has t'be."

Rainbow Dash leaped and tackled Applejack to the muddy ground beneath them. "No chance! I'm not going to let you throw your life away!"

Applejack struggled, pulling the pegasus into the mud with her. "Dangit Rainbow!" The two ponies wrestled each other as everypony—sea or shore—present looked on. Finally their struggle was interrupted by a font of water spraying the two battling ponies apart. As they coughed and spat, they looked up to see Wavedancer, a dribble of water leaking from her lip.

"Enough!" She barked. "Seaponies decided!" Everypony waited in tense anticipation. "We let all ponies go. All go free." The seaponies in the river clapped their flippers and dove in circles, expressing their joy. "We help you go down river…if you stop the night and replant tree…then all is forgiven."

Pinkie cheered. "Hooray! Thank you! You're the best seaponies ever!" She reached out and managed to hug Wavedancer through the bubble. The confused seapony struggle until she relented, patting Pinkie's back with her flippers.

"Shoreponies much strange…but good." Was her final verdict. "You stand together...like real school of seaponies. Come, each shorepony. Grab seapony. We take you to surface. Get ride down river."

Rainbow Dash was more hesitant than the others in accepting the good word of the ponies that had been threatening to drown them a few minutes earlier, but soon she found herself standing at the edge of the bubble with the others. Each one of them found themselves paired with a seapony, all with nautical sounding names like Surfdancer, Billow, or Waverider. They turned around to let the ponies gently wrap their hooves around the seaponies' slender necks and after making sure the shoreponies had taken a deep breath, shot up towards the surface! Behind them the air bubble collapsed, the air bubbling upwards and helping push them to the surface.

They breached the water, still clinging to their seapony companions. "So…" coughed Twilight. "Are you going to swim us to the other side?"

Wavedancer, who was unattached and leading the school of seaponies, shook her head. "No. We know faster way to old palace. Another will give you all ride."

"Somepony else?" Rarity asked, pushing her bedraggled mane out of her face.

"Never said pony." Chortled Wavedancer. She barked a chirping, bubbling call that echoed over the water. The answer was not long in coming.

A serpentine purple form rose out of the water, circling around the ponies with its long body. A head soon emerged, resplendent with a lionish orange mane of hair cascading down from its head. From its giant form came the most…unique voice the ponies could have expected.

"Oooh heavens! Such delightful little ponies! Oooh I just love the accessories on the striped one! How fan-TAS-tic!" He practically cooed.

Rainbow Dash facehooved. "You've to be kidding."

"All aboard!" Came the amiable serpent's call. The seaponies deposited their passengers right alongside the serpent so they could climb aboard. Even Rainbow, though she groaned all the while. The sea serpent half-swam, half-slithered across the water, with the ponies and Zecora clinging onto his back. The seaponies were apparently heading in the same direction, for they followed on either side.

Rainbow Dash turned to the pony sitting behind her, which was Applejack. "Applejack?"

"Yeah sugarcube?"

"AJ—what you did back there…what you were willing to do for us. That was—awesome. Just awesome."

"Haw, shucks." Applejack winked. "And you thought ah was a just purty face didn't you?"

Rainbow smirked. "I never thought you were a 'purty' face period, so no." The two shared a chuckle before Dash turned serious again. "You…you were willing to—"

"You don't need to say it." Applejack said quietly. "Ah'm just as soon glad that ah didn't have to."

A nod. "You're not the only one." There was a pregnant pause. Rainbow Dash licked her lips before asking. "Why step forward like that?"

"Because it was the truth." The answer was simple, but firm. "Ah was the one who bucked their tree over, so it was mah job to come forward. Ah couldn't let y'all pay the price for something ah did."

"But," Rainbow Dash protested. "You didn't have to! They could've been bluffing! There was no way they heard you bucking the tree down from that deep in the river."

AJ shrugged. "Mebe. Mebe not. Either way, ah couldn't take that chance. Not when mah action put other ponies at risk. Besides, it were the truth. Mah Granny allus said that honesty was the best policy. Not jest cuz it's the right thing—when you show folks that you're honest, it makes 'em more liable to be honest with you or at least respect you. Once you got their respect, things tend t'go a lot smoother."

Rainbow exhaled. "Telling the truth could've gotten you killed."

"Yeah…ah reckon so." AJ agreed. "Allus figured my mouth would be the end of me. But, seems to me that we're on the way to stop the wickedest evil there is. If we want to stop her, then ah figure we had to be better than good, that we couldn't resort to Nightmare Moon's bag of tricks: lying, cheating, stealing and what not. If we beat her using her own methods, then well, what's the point? Leastaways, that's how it seems to me. Make sense, honey?"

"Eh." Rainbow Dash shrugged. "I guess."

"Not a deep thinker ah reckon?" Applejack teased.

"Oh and you are?" Rainbow stuck her tongue out at Applejack, who laughed. "I'm more of a deep ACTION pony."

Applejack pointed at something in front of Rainbow Dash. "What d'you think she's up to?"

Rainbow turned just in time to see Zecora, riding on the head of the sea serpent, reach a hoof into her bag of tricks and take out a hoofull of powder. She cast it behind her in a wide arc, letting the wind and the motion carry it back to the six ponies behind her. "Raxa Corico Falla Patorius. Raxa Corico Falla Patorius." She muttered in some forgotten tongue.

Pinkie blinked. "Oooh pretty words! I wanna try! Ahem! Frick a frack a firecracker shish boom bah!" She waved her hooves in the air wildly, only to suddenly let out a wide yawn. "Ooooah! Guess I'm a sleepy Pinkie…" She mumbled as she curled up on their scaly boat and nestled her head down. "'night everypony!"

"Oh my…I'm feeling tired too." Fluttershy yawned, prompting Rarity and Twilight to do the same.

Rainbow Dash fought the urge to sleep, fidgeting restlessly. "You awake Applejack?"

"Eeyup." The earthpony fought back a yawn. "Ah ain't a pony to fall down napping on the job."

"Yeah? Well neither am I!" Rainbow boasted. "Bet you fall asleep before I do!"

"Yer on!"

Their competition didn't last long before Zecora started softly swaying and singing something in her native tongue. Even though they didn't know a word of it, everypony who heard it understood. It was a song of hope and longing, of a far away home and of a deep loneliness. Around the sea serpent, the seaponies swam, softly humming their shoo be doos. Soon it had become the backdrop for a seapony song that somehow perfectly complimented Zecora's, even matching the tune.  
_  
Sleep well tonight and may the waterclock  
Just float you to a land of happy dreaming  
Sail you to port and past the golden dock  
Out where the streams are free to do their steaming  
Pillow deep and listen to the soft drip drops  
Gentle rains that patter on the chimney tops  
Hush now the clock is chiming sweet lullabys  
Each waterfall is rhyming  
It's tiiiime…to close your eyes._

And that's exactly what Rainbow Dash and Applejack found themselves doing, their eyelids inexorably drawing closed.

"Pretty song." AJ rumbled in a trance.

"Sure is…" Rainbow Dash agreed. After a moment she mumbled, "Applejack?"

After a moment she heard the earth pony's soft answer. "Yeah?"

"If I ever suddenly break out into a song…" Rainbow Dash said. "Punch me. HARD."

"Heh, you got it sugarcube." Chuckled Applejack sleepily. "G'night sugarcube."

"Night."


	21. Chapter 21

Rainbow Dash was awoken by a slight bump. She yawed and opened her eyes, getting a face full of Applejack for her troubles. "Yaah!" She yelped, shocked awake. They had fallen asleep sitting up, propped up against each other up for support.

Applejack blinked, surprised to find a pair of rose-magenta eyes less than a foot away from her face. "Gyah! Rainbow!"

"Why're you shouting at me?" Rainbow Dash rubbed her head with her hooves. "You're the one who fell asleep against me!"

"No way, yer the one who—" Applejack began.

"Is there something amiss?" They looked up to see Zecora calmly walking her way down the spine of the sea serpent, his upper body now perched on the riverbank (which had caused the bump that had woken them). "Have I interrupted a moment of bliss?" She winked, a small smile upon her striped face.

The two ponies flushed red as they immediately backed away from each other. "You got it all wrong!"

"No way!"

Zecora chuckled lightly and raised her hoof. "Forgive my jest, merely something I had to get off my chest." She nodded to the shore as the others started to rouse themselves and stretch. "Come, our ride on the river is at an end. We must journey forth on hoof, our destination is just around the bend."

"Ah huh." Rainbow said evenly, eager to move past the awkward moment. "Zecora? What was with the whole sleep business?"

"I figured that you needed rest, in order for you all to be at your best." She answered breezily. Rainbow Dash and Applejack exchanged a glance with each other. They nodded and looked back to Zecora with an identical look of 'pull the other one.' The zebra guide relented with a sigh. "In truth, the land around the castle of the royal is warded by charms. No waking pony can set hoof on the grounds without causing alarm."

Applejack gulped. "So ya mean the second we get down offa this here sea serpent, Nightmare Moon will know we're here?"

"She will be aware that somepony has come by, yes." Zecora admitted. "But just who has arrived, she can only guess."

Rainbow flexed her wings. "Then let's get a move on. Fast."

"Hang on a minute there Rainbow." Applejack nodded to the others. "Let's fill them in before we go rushing ahead. We need a plan."

The pegasus grunted. "Fine."

As Applejack went to tell the others about what was going on, Zecora turned to Rainbow Dash. "Such a troubled look upon your brow. Tell me, what are you thinking about now?"

Rainbow whickered unhappily. "Nothing. Everything! It's-" she exhaled roughly before starting again. "If Nightmare Moon is going to know we're here as soon as we get close to the palace, then that's just one more reason why I should go myself. I'm faster than anypony here. I could get to the palace and find the Elements of Harmony before the Nutmare even knew what hit her."

Zecora clucked her tongue. "Ah the impetuousness of youth! Truly, do you think your friends would appreciate being left behind? So uncouth."

"Ugh, don't give me that!" Dash snapped. "If I had just picked you up and flown here we could've just gone straight over the forest and not had to go through that business with the swamp and the creatures. It would've taken us, what, five minutes?"

"There is a difference between accomplishing a task with speed…and doing with the care you need. Your friends have been there through thick and thin. Are you then so sure you do not need them to win? They shouldered a mighty burden and did so well. They have a right to be here, can't you tell?"

"I know, I know…they've been incredible. Amazing even." Rainbow Dash hung her head. "But they've also been through so much and—they didn't need to! I would've handled things better if they weren't here. We could've by-passed all that stuff in our way. What the others have been through: the swamp, the dogs, the sea ponies…There wasn't a need for that! I'm grateful, really I am. But if it had been just me, or you and me, we could've avoided all that." She flapped her wings demonstratively. "I don't…I don't want them to go through anymore. I'm the one Celestia told about Nightmare Moon. That makes it my responsibility, not theirs."

"Ah, but there is a flaw in your thought," The zebra lightly rapped a hoof against Rainbow's head. "They are not here for you, nor is your or Celestia's permission sought. The others made their own decision to come with you, because they had as much stake in whether we win or lose."

Rainbow Dash stomped her hoof, ignoring the flinch that ran up the serpent's spine. "You don't have to lecture me! I just don't want anypony getting hurt when they don't need to be, okay? Is that so wrong?"

Zecora shushed her gently. "My dear, your heart is in the right place. But without companionship, danger becomes twice as deadly to face. And though strongly said and truly meant, which path is paved with good intent?"

Rainbow had no answer to that. But she did have a question. She just looked Zecora in the face and asked, "And what are you doing here?" Then she waved a hoof to cut off the zebra before she could respond. "I might not be able to quote Charles Docken or be able to read Neighzsche or Cutie Marx without getting a huge headache, but I'm not stupid. You know waaay more about Nightmare Moon and the Elements of Harmony than you should." She scrutinized the zebra's face for any sign of a flinch or guilty twinge, but her striped face was as impassive as ever. Rainbow took a breath. "Who are you anyway?"

"I am Zecora."

"That doesn't answer my question."

"Yes. It does." With a bob of her head, Zecora turned, sending her cloak whirling about behind her as she leapt down off the serpent's back.

Grunting in annoyance, Rainbow Dash flew off after her. When she touched down, Twilight trotted up to her. "Rainbow, look!" She pointed with a hoof. Following it, the pegasus saw the tall, if tottering, spires and towers of the old palace silhouetted against the dark sky. Looking down a bit, she saw a domed structure, roughly half way between their current destination and the palace itself. "It looks like an old observatory." Twilight said a touch giddily. "Oh it must be one of the oldest observatories in Equestria! Why—" seeing Rainbow's confused stare, she coughed. "We can use that as a half-way point. That way we can rest in there before going on to the palace, and keep out of sight if Nightmare Moon or somepony comes to check out the castle grounds."

Rainbow Dash grunted. If it was just her she would've just gone full on for the palace and blow through any obstacles in her way. But considering that she was in a group and only as fast as their slowest member—this was more sensible, even if it took longer. "Alright. That's good thinking"

Twilight beamed. "Thanks," she traced her hoof in the grass modestly. "I just like coming up with plans, makes things easier, right?"

A quirked brow was Rainbow's reaction. "Yeah…who doesn't love a good plan?" She asked, not wanting to think of what Twilight's hobbies must be like. "Let's…get going, then?"

After bidding good-bye to the sea serpent and the seaponies, the intrepid party galloped hard for the observatory. They didn't stop until they had all made it inside the wide arching doors.

"Anypony see anything?" Applejack panted from inside the doorway.

"I don't think so." Fluttershy said softly.

Twilight wiped a hoof across her forehead. "Good. Even if Nightmare Moon does show up, we're in the one place she'd never suspect us to be."

"Inside the bottom of Bon Bon's gumball machine?" Pinkie Pie asked.

"What? No!"

"So Nightmare Moon WOULD suspect us of being there?"

Twilight facehooved. Hard.

Ignoring the byplay, Rarity looked around in disgust. The entire observatory was coated in dust and spider webs. Beneath them were several layers of arched alcoves stretching up to the roof. A staircase spiraled along the wall, leading upwards towards the ceiling, which was opened up at the top. In the middle of the ground level was an apparently empty fountain. "Hmmf. This place certainly needs some cleaning up." She said as she took a small washcloth she'd been keeping...someplace…and started wiping the walls down.

"We don't have time to tidy up!" Rainbow Dash groaned. "Let's get going!"

Twilight stepped forward. "Wait—why don't we head up?" She pointed at the spiraling staircase. "It's a great vantage point for checking out the palace and watching the skies for anypony approaching."

Zecora nodded approvingly. "You have a wise head on your shoulders. Planning comes before pursuing a course that is bolder."

"Then let's get a move on." Rainbow said impatiently as she flew up to the roof. Zecora and Twilight used the stairs at a more sedate pace.

Applejack sat down and watched Rarity start cleaning out the alcoves and arches. "Don't you be getting mah hat dusty!" She called after Rarity as she hunkered down against the side of the old fountain.

"Are you okay?" AJ looked up to see Fluttershy shyly approaching. "I'm sorry I didn't mean to intrude—"

"It's fine hun." Applejack assured her. "Don't you be frettin' about it—ah was just thinking."

Fluttershy sat down next to her. "Oh, that sounds….nice." She said politely.

"Uh huh." AJ raised an eyebrow. "Mind me asking you something?"

"Oh no! Not at all!" Fluttershy fidgeted, getting comfortable. "Um, what is it?"

Applejack flicked her head towards the open ceiling where Rainbow Dash was impatiently flying in circles as she waited for Twilight and Zecora to join her. "Color me curious, but ah have t'ask why you decided to follow us into this here forest?"

Fluttershy looked down. "I-I just wanted to help. Rainbow Dash is a friend and it looked like she needed help, even if she wouldn't admit it."

"Yeah, can't really imagine her asking." Applejack snorted. "Mind if I ask you something else? Just between us?"

"Of course." Fluttershy said.

"Forgive me if ah'm being a tad blunt but, how're you friends with a pony like Rainbow Dash? Now, don't get me wrong—" she hurried to add. "Ah like that girl and ah consider her a friend. She jest…takes some gettin' used to ah suppose. And she's well…" Applejack fished for the right word.

"Uh, brash? Adventurous?" Fluttershy suggested softly.

"Ah was gonna say impatient, stubborn, lazy, competitive and with a fiery temper that could singe rock but that works too. But hay, who am ah to talk? I guess what ah mean is…"

Fluttershy guessed the rest. "How could a pony like me become friends with a pony like her?" AJ nodded. "Well, I could say it was because she used to defend me from bullies but that's not it. I mean, it's part of it but not ALL of it. Um, if you know what I mean."

Applejack thought about it. "Eenope."

"Oh, sorry." Fluttershy marshaled her thoughts. "Rainbow Dash…um, well she makes you believe: in her and in yourself. She can stand up and announce that she's going to do something dangerous, impossible and even a little, um, crazy and you believe that she can really do it. She's not one of those ponies who brags about doing great things that they've never done—she goes out and does it." Fluttershy closed her eyes. "Even when you think she's being irresponsible and impossible, you want her to succeed, against the odds. And then she does it and it makes you believe that you can do the impossible too."

She opened her eyes, shifting about slightly. "But it's not what she represents that I became friends with. I became friends with her. I know she puts up a bold front, but she is one of the most steadfast and brave friends ever. Rainbow Dash would never let a pony down when they really need her. She's held me up for so long and never deserted me. I heard somepony say that when strong ponies fall—the kind who've held you up for so long—they fall harder under the weight they've been carrying for us. That's why I'm here for her."

Applejack whistled. "Whooee. And here ah was just lookin' to know if she toned down the ego when she was around your something."

"Oh." Fluttershy blushed. "Too much?"

"Naah." Applejack patted her shoulder, almost knocking the poor demure pegasus over. "Thanks."

Fluttershy save a soft smile. "You're welcome." She paused. "For what?"

"For being here." AJ smiled. "Anypony who's willing to brave the Everfree Forest and the likes of Nightmare Moon for a friend and t'save Equestria is a pony ah want to know."

"But I'm so scared…" Fluttershy confessed.

"Shucks, me too! Ah was plum terrified when those seaponies were holding us all underwater." The farmpony shuddered. "But being brave ain't the same thing as not being scared. It means being scared, but still doing what you gotta do anyways."

A sudden shriek punctuated their conversation, making both ponies leap up. Searching for the source of the noise they found Rarity dancing on the tips of her hooves in front of one of the alcoves. "It's a mirror!" She squealed. "Finally, I can fix my mane!" Delightedly, she started primping in front of the mirror.

Then she stopped as a thought occurred to her. She trotted to the alcove next to hers. She started dusting with her cloth and discovered another mirror. "Marvelous! Oh whoever designed this place certainly knew what they were doing." Her horn glowed. "Don't worry everypony." Rarity called off-hoofedly to Fluttershy, Applejack and Pinkie Pie. "Just a little spell that should clear everything up in a moment!" She closed her eyes. There was a bright flash and suddenly all the dust and grime and cobwebs were gone.

When Rarity opened her eyes she was delighted to find that every alcove around her contained a mirror. "How wonderful!" She danced in delight. "Waahaahaa!" Rarity tossed her mane and lifted her head proudly. "Oh my, isn't this place simply lovel-eeek!" She shrieked in an entirely different tone of voice.

Following her gaze, AJ and Pinkie's eyes widened and Fluttershy squeaked in horror. While the alcoves on the lower floor were full of mirrors, the ones on the upper levels all contained grotesque winged statues nestled inside, leering at them. They looked completely alien…completely un-equine.

Pinkie Pie bounced up the stairs to get a better look at them. "Ooooh creepy!" She made a face, trying to imitate the decidedly un-ponylike face. No two were the same. Some were on their hind legs, others on all four. Some had beaks, others had flat faces. Some had hair, others didn't. Most had two wings sprouting out of their backs though some had winged membranes running from their ankles to their wrists. They had wicked looking claws and sharp fangs and cold eyes. "Blaaah! Bluh blargle bluh!" Pinkie giggled.

"Horrid." Rarity pronounced in disgust.

Applejack looked around. "Huh. Wonder what all them mirrors and statues are for." She looked at the fountain in the middle of the floor. Even the bottom and curved sides of the fountain were shiny with some sort of reflective material. Fluttershy ducked her head behind her mane, trying not to look at the statues. "What's wrong sugarcube? They're just statues."

"T-they look like they're all staring at me." She whispered hoarsely. AJ patted her withers.

"Aww, c'mon now. Ya know that's not true, right Pinkie Pie?" Dead silence. "Pinkie?" She looked up to their pink companion. "Now what in the hay are you up to?" She called at Pinkie, who was staring at the statue in front of her with wide eyes.

"I'm watching them so they don't move!" Pinkie said in a loud whisper, never taking her eyes off the statue. "Don't blink!"

Rarity sniffed. "Oh come now dear, you're being ridiculous. There's no need for such immaturity—eee!" She squeaked as she turned around to see a statue half way out of its alcove.

"W-wasn't that all the way inside?" Fluttershy shivered.

Applejack shook her head. "Hayfeathers! We're all just a little jumpy and our imagination's getting the best of us."

Pinkie kept her eyes trained on the statue in front of her. "But Applejaaaack…"

"But nothing!" The cowpony insisted. "Now, we're gonna wait for the others to git back and then we're gonna turn around and—!" She found herself face to face with a snarling statue beak with outstretched claws.


	22. Chapter 22

Rainbow Dash hovered around the observatory ceiling, Zecora and Twilight having finally reached the top of the stairs. That left the two of them standing on a ramp that jutted out from the walls about fifty feet up from the floor. Twilight looked down and promptly regretted it.

"You okay?" Rainbow asked, fluttering in front of her.

"S-sure. No problem." Twilight smiled nervously. She looked up at hole at the very top of the dome. "I was hoping the stairs would lead up to the opening. Do you think you could take a look outside and—"

"On it! Hang on!" Rainbow Dash wrapped her hooves around Twilight's middle and started flapping hard.

Twilight yelped as her hooves suddenly left the ground. "Rainbow Dash!" Her eyes widened as the floor started getting further and further away. "This isn't what I meant!"

"Aww, relax." The confident pegasus said as they flew up out of the observatory and into the night sky. "You wanted to take a look right? Well, here you go!"

"Oh look you're right there's nothing here you can put me down now!" Twilight said quickly after the most minimal of glances, scrunching her eyes closed.

Rainbow snorted. "No way! Come on Twi, it's not that bad. I promise, I would never let you fall."

Twilight took a deep shuddering breath. "O-okay." She opened her eyes. "Wow…" Dash gently spun in a circle, giving Twilight a panoramic view of the Everfree Forest, the old palace of the Royal Pony Sisters, and beyond. "I can see Canterlot from here!" The unicorn smiled. Somehow seeing the lights on in the mountainside city, shining all the brighter against the dark night, made her feel better. The city was a beacon, in more ways than one.

"Toldja it was awesome." Rainbow Dash smirked. "Pay up purple pinto!"

Twilight pouted. "It wasn't a bet and I'm NOT a pinto!"

"Whatever. But more importantly, no sign of Nightmare Moon, her lame Shadowbolts or anypony or anything else. I think we're good. Next stop: the castle."

Twilight nodded, then found her gaze distracted by something. "Hey Rainbow look." She pointed a hoof up at the full moon. "The Mare in the Moon is missing."

Turning to look, Rainbow saw what Twilight meant. The typical shadow cast over the moon in the shape of a mare's face was gone. "I guess Nightmare Moon really was banished INTO the moon. With her here, she can't be up there." Dash reasoned.

Her flightless friend nodded. "It's strange…in spite of everything bad that happened—the moon somehow looks better for Nightmare Moon not being there."

"Yeah I guess…but I think Equestria will look even better than that once Nightmare Moon is gone." Rainbow countered. "Let's get going."

Zecora waited patiently as Rainbow Dash and Twilight came in for a landing. "The coast, is it clear? Nothing in our path we need to fear?"

"Clear as the full moon!" Rainbow announced. "So let's get the others and get those Elements!"

Twilight looked down and frowned when she saw the rest of their friends. "Huh, I wonder why they're all standing still like that."

Rainbow Dash flew up to get a better look, only to wince. "Gah!" Twilight turned to her.

"What's wrong?"

"It's nothing." Rainbow rubbed her eye with a hoof. "Just caught a gleam off one of those stupid mirrors." She grumbled, observing the now cleaned up observatory. "Who would design an observatory full of mirrors and ugly statues?"

Zecora felt a prickling sensation down her spine. "It cannot be…" She looked up through the open ceiling, the full moon almost directly over head. Then she looked at the mirrors on the floor and the shiny fountain in the dead center of the observatory…right below the open roof. "Oh I should have seen!" She stomped her hoof. "Hurry, we must flee! Otherwise this place will become a bad dream!" Zecora galloped down the stairs a confused Twilight and Rainbow Dash following.

"What are you talking about?" Rainbow Dash called.

It was Twilight who answered. "The statues! Look at the statues!" Rainbow looked. Where the creepy statues dotting the alcoves once face straight outwards, now they were turned to the side…as if facing the three mares running down the steps. "That's impossible!" Twilight protested.

Rainbow Dash couldn't help commenting. "You know, if you're gonna start pointing out all the impossible things we've seen, we're gonna be here all night."

Zecora was in no mood. "There isn't much time! We must be gone from here before the moon is high!"

Raising her voice, Rainbow called. "C'mon guys, shake a leg! Zecora says we gotta go!"

With a strain in her voice, Applejack shouted back without budging. "Easier said than done sugarcube! If we take our eyes off these here statues, they'll come and grab ya!"

"And they're all around us!" Fluttershy whimpered as she looked around the round structure.

"So what are we—" Twilight started when three things happened. First, the full moon moved directly over the perfectly shaped hole in the ceiling. Next, the moonlight shined down into the empty fountain, which in fact wasn't a fountain at all. With its shiny interior and its curved structure, the moon light was reflected from the base to the arced mirrors lining the floor. That in turn lit up the whole interior in a bright flash of moonlight that left everypony temporarily blinded by the flash.

Of course, that wasn't all. As their vision returned, the six ponies and one zebra saw the statues start to shake and crack as the moonlight touched them. With an all-mighty roar the statues flexed, shattering their stone exterior and revealing the horror within.

"What in the sam hill are they?!" Applejack whinnied, rearing on her hind legs. They had been creepy enough as statues, but now that they could (literally) see them in the flesh, they looked all the more horrifying. Most were furless, having scales or fleshy skin beneath the stone. No two were alike. Most walked on two legs, but some had a snake or naga-like lower body or crouched on all fours. The only clothing they wore was a small breechcloth around their waist. Their eyes glowed white and they hissed, exposing white sharp teeth that were emphatically NOT used for eating grass and hay.

Zecora's face furrowed. "They are gargoyles, the ancient defenders of the night. When Nightmare Moon rose, their loyalty led them to her side in the fight."

Rainbow pawed the ground, her wings flaring out. "That's all I needed to hear."  
Applejack nodded, snorting challengingly as Twilight and Rarity lowered their heads and readied their horns. Pinkie Pie somehow let out a barking noise more similar to a dog and growled. Zecora raised her hood and twirled her staff. Fluttershy let out a small meep and stood shaking next to her friends. "Um…maybe we should…"

At that moment the gargoyles—over a hundred of them—bellowed and started to charge the equine intruders. Rainbow Dash used her wings to give her some forward momentum as she threw herself into the oncoming horde, her outstretched hooves roughly connecting with several unhappy faces. "Ha!" She flew upwards, out of their reach. "You're even uglier now than you were before!"

"Look out!" Rarity cried as several of the gargoyles from the upper levels leapt from their alcoves, wings outstretched as they flew towards Rainbow Dash.

The rainbow pegasus just grinned. "All right, let's see what you've got." She zoomed upwards, daring them to follow.  
Back on the ground, Applejack powerful hind legs bucked a gargoyle—more daring or less sensible than its fellows, who had gotten to close. Twilight was using her magic to toss the gargoyles aside and even Rarity was bucking the occasional attacker. Pinkie Pie, meanwhile, had somehow gotten on the back of one of the gargoyles in the air who was now trying furiously to throw her off. "Yee ha!" Pinkie giggled as she wrapped her legs around him tightly and refused to be thrown. "Is this how you do it Applejack?"

The cowpony looked up and let out a laugh. "You bet your granny it is! Ride that bucking bronco, cowpony!"

Zecora was chanting softly under her breath. Not a spell so much as a meditation to keep her focus, even as she batted aside attacker after attacker with her eyes closed. Literally.

Fluttershy, to her chagrin, was currently sitting inside the empty bowl of the not-fountain and covering herself with her wings. She let out a shriek as she felt something tap her rump. Whirling around, she saw a diminutive gargoyle, about half the size of the others. She squeaked in fear. "W-why are you doing this?" The gargoyle, with a lantern jaw and odd-fish like fins jutting out of either side of its head, looked at her quizzically.

Rainbow Dash meanwhile was putting her pursuers through their paces. She quickly realized that the gargoyles couldn't so much fly as they did glide. And even if they could have flown, she knew they could never hope to match her. Dash led them on a merry chase, always keeping just out of reach. She darted from place to place, doubling back only to circle around and end up chasing THEM.

The confused creatures ended up crashing into one another as they tried to follow her ridiculous stunts or by simply trying to just stay out of her way. And her ground-based friends were holding up rather well too. But in the end, their sheer number of their foes would eventually win out.

Even now they had them backed up in a ring around the bowl in the center of the floor, pressed on all sides by the gargoyle horde. Fluttershy and her gargoyle companion were left unnoticed. "Please….we don't need to fight." She urged softly. "Won't you talk to us? I-I know you're intelligent. Please—talk to me."

The small gargoyle clucked its tongue. "You…invaded our rookery." It said, the first words that had been spoken to the ponies. Its voice was male, at least, that's how Fluttershy thought of it.

"We didn't mean to!" Fluttershy insisted. "We were just trying to—LOOK OUT!" She yelped as she tugged him down, just as a stray blast of magic nearly took his head off. Fluttershy had unconsciously extended her wings, shielding the gargoyle with her body.

The bat-winged creature looked at her with wide eyes. "Y-you saved me." It whispered. "Why?"

"Because I don't like seeing anypony—or anyone—getting hurt." Fluttershy said softly, looking down. Then she raised her head. "That's why I'm going to stop this fight, right now!" With as forceful a flap of her wings as she could manage, Fluttershy rose above the din and gave an all-mighty cry of "stop."

Of course, being Fluttershy, her version of an all-mighty cry was the equivalent of a loud whisper. So she tried again. This time her volume was somewhere between a startled yelp and an obnoxious guy who talks during the movies. However, being a bright canary yellow pegasus hovering in mid-air wasn't something that was going to be easily missed in the middle of a fight. A trio of gargoyles flew her way, claws outstretched. She let out a startled shriek.

"FLUTTERSHY!" Rainbow Dash shouted, seeing the danger. She tucked her wings back and dropped, dive-bombing two of them right out of the sky. The third gargoyle was right within striking distance when the small gargoyle suddenly popped up, interposing himself between Fluttershy and her would-be assaulter.

"Wait!" He cried, waving his hands. "STOP!"

Where Fluttershy couldn't make herself heard, the gargoyle did. Everypony, zebra and gargoyle stopped to watch and listen. Timidly, Fluttershy flew up next to her defender and coughed meekly. "Um, excuse me but…what are we fighting about?"

"You trespassed in our clan rookery." Grumbled one of the gargoyles.

"Oh yeah?" Rainbow Dash shouted back. "Well you work for that creep Nightmare Moon!"

That caused some angry hissing from the clan of gargoyles. "She is the Princess of the moon, our angel of the night." Replied one of the larger ones. "We have sworn to protect her night since time out of mind."

"The only thing out of their minds is you." Applejack snorted. "That there pony is EVIL! Nopony follows her, so why should you?"

There was an angry flapping of wings. "She defended us! Thousands of years ago, she decreed that none shall lift a hoof or claw against a gargoyle as we are in our stone sleep in the day. In gratitude we protected ponykind as it slumbered in the night, unappreciative of our Princess' hard work and kindness."

"That must've been before she became Nightmare Moon." Twilight mused to herself.

Fluttershy took a deep breath and landed in front of her friends. "I-if you want to protect ponies, then why didn't you give us a chance to explain? Why help Nightmare Moon?"

The lead gargoyle narrowed his eyes. "After our lady's banishment, we were subject to distrust and attack by ponies. This place was built by our Princess to be our sanctuary…only when we all came we ended up being frozen in our stone slumber for a thousand years! Were it not for the moonlight of the full, unblemished moon, we would still be asleep. Our Lady of the night is the only pony we trust now."

"Is that so?" Rainbow Dash said challengingly. "Then why didn't she come wake you up? If you're her 'protectors of the night' or whatever, how come she resorted to turning ordinary ponies into her minions?"

"You lie!" Growled the gargoyle.

"No way! Nightmare Moon turned a friend of mine, a mother, into a mindless minion—complete with gargoyle wings! Obviously she wanted to get an improved model." Dash snorted. "That's who Nightmare Moon is…she left a little filly motherless so she could have herself a new army."

Fluttershy nodded, mustering her courage and steeling herself. "S-she's telling the truth!" She stared at the gargoyles, meeting their gaze. Hard. "It was Rarity who cleaned the observatory! If it weren't for her the mirrors wouldn't have caught the moonlight and woken you up. The only thing Nightmare Moon cares about is ruling Equestria…not taking care of anypony or creature. If she makes it nighttime forever, then that means you'll never sleep again, right? Because you sleep in the day? How is that good for you?" She perched her hooves on her hips, looking down at them sternly. "You should be ashamed of yourselves! Attacking ponies who didn't even know they were doing anything wrong."

The gargoyles shuffled their taloned feet, cringing away from her disappointed look. Fluttershy took another breath, nervous at public speaking, especially in front of her friends and a hundred scary gargoyles. "Nightmare Moon isn't the same pony as the one who protected you all those years ago. She doesn't care about you…" she waited, seeing that wash over the stunned gargoyles. None of them could look at the soft teal eyes of Fluttershy and find a shred of deception or guile in her. They wilted in on themselves, knowing themselves abandoned and betrayed by the one pony they thought they could always count on. Fluttershy took a deep breath. "But I do." They all looked up at her.

"I've worked with creatures other ponies find scary: bats and owls and snakes and others. But all creatures, be they ponies or gargoyles, deserve to be shown a little kindness and compassion." She slowly walked up and gently rubbed patted the open hand of one of the gargoyles with her hoof. "I know that someponies didn't understand you and I'm sorry for that. We don't want to use you or to hurt you. We'd like to be your friends, if you'd let us."  
The gargoyles looked down at Fluttershy's wide pleading eyes, shimmering ever so slightly as she shyly patted the big one's hand. They didn't stand a chance.

"Very well." Rumbled the leader. "We…apologize. You may pass through." He wrapped his wings around him like a cape and bowed elegantly. "You have given us much to think about. If what you say of Nightmare Moon is true, then our oath to the night princess will be…reconsidered."

At a nod, the gargoyles parted ranks leaving a path open to the far exit. Slowly, the seven equines backed their way towards the exit. They had just reached the exit when they heard a soft "Wait." Fluttershy and the others turned just in time to see the lead gargoyle and the smaller one Fluttershy befriended kneeling on one knee, bowing their heads to her. The rest of the clan soon followed suit until every gargoyle was kneeling and bowing to HER. To Fluttershy.

She colored a bright pink and squeaked shyly, giving a tiny nod before her nerves failed her and she darted out of the observatory, followed closely by her friends. None of them seemed any more capable of speech than her. Rainbow Dash, typically, recovered first.

"Fluttershy! That. Was. AWESOME!" She swirled around exuberantly in midair. "I can't believe it!"

"Neither can I." The demure pegasus shuddered.

"The way you told them off and got them to back down—" Dash gushed. "Fluttershy, you are a champ!"

She blushed. "It was nothing really. I think really they just needed to be shown a little compassion It really goes a long way."

"So now WE can go a long way!" Rainbow Dash grinned as she zipped ahead. "It's smooth flying all the way to—aaaah!" She found herself being roughly tossed backwards, her body surrounded with a glow of magical energy. Applejack and Zecora caught her. "What the hay?" Everypony looked up.

Standing directly in their path, with the old palace directly behind him, was a large dark unicorn standing in the shadows. When he stepped forward they saw a dark coated stallion wearing dark purple armor. The only identifying mark on him was a dragon-like eye on the front of his armor. His grin was anything but friendly.

"Hello Twiley, Dashie." He smirked, his voice at once familiar and foreign.

Twilight gasped. "Shining Armor…"


	23. Chapter 23

Shining Armor had been twisted by Nightmare Moon's magic, like Ditzy Doo and the pegasi guards. Even his hair and coat color was different. Everything was darker, duller. If Ditzy Doo was a Shadowbolt, Shining Armor had become a dark knight. Blackened Armor.

His face was adorned with a cruel leer. "When my Mistress realized that she had company and dispatched me hence, I didn't dare imagine that I would run into you."

"Shining Armor…" Twilight reared and started to gallop towards him only to have Rainbow Dash suddenly interpose herself between them, pushing Twilight back.

"Twilight don't! It might look like Shining, but it's not him!" She warned.

The lavender unicorn struggled, but Dash was stronger than she was. "B-but that's my brother! Rainbow let go! Let me go!"

"No it isn't!" Rainbow insisted. "Trust me!"

"Clever girl. So you CAN learn." Blackened Armor mused. "As much as I'd love to catch up with my baby sister and my 'iddle Dashie." He taunted cruelly. "I'm afraid I'm going to have to cut this short." A wicked, sickly looking light over took his horn and seven spheres engulfed each of the travelers. "My Mistress will be coming and look…here you are: all wrapped up and ready for her."

Rainbow Dash hurled herself at the edge of her bubble. There was a faint, echoing sound made upon impact but not so much as a crack appeared. "Shiny I know you're in there somewhere! You have to fight it!"

He shook his head, chuckling. "Aww, Dash, Dash, Dash…you never give up do you? You tried that on the Shadowbolt who used to be Ditzy Doo. Do you really think it would work any better here?" He gave her a knowing smirk. "Or were you counting on the magic of 'looove' to make the difference?"

The trapped pegasus flared her wings, as if wishing she could fly away to escape this situation. No such luck. "S-shining…"

Blackened Armor put on affected look of contrition. "Oh, I'm sorry, did you think you were being subtle? That Shining Armor didn't know?" He chortled, dropping the thin pretense of sympathy. "I can see all of his thoughts…Shining Armor knew about your crush the entire time. He thought it was 'cute.' Half of Canterlot knew! It was one of the biggest jokes in the city."

There was a thudding noise in Rainbow's ears that she took a moment to realize was the sound of her own heart and of the blood rushing through her veins. She found herself short of breath, as if she had flown too high and the air was thin.

Her tormentor, her foalhood crush, her captor, her friend…whoever he was, he pressed his face in close to the sphere holding her captive. "Of course he never thought about you like that. Not even close. You see…he's taken. By somepony a lot more important and let's face it, better than you. One who isn't constantly mistaken for a colt."

"Shining—whoever you are—stop it!" Twilight implored, seeing the distress on Rainbow Dash's face. "Leave her alone!"

He ignored her. "Did you think he didn't notice you watching him all those times you thought you were being clever? Like during his morning calisthenics, for instance? Watching him work out? Or that time you 'accidentally' wound up in the guard's shower when he was in?" He rolled his eyes. "You might as well have written it over Canterlot in cloud writing. Ironic, really. He knew your secret for years, but thought it was funnier to never let on. But you never could figure out just how completely out of your league he was." Blackened Armor whinnied in amusement as Rainbow shrunk in on herself, trying to disappear.

"Rainbow…" Twilight reached out a hoof, trying to comfort her, only to be blocked by Blackened Armor's magic sphere.

Fluttershy whispered softly from her place next to Dash's sphere. "Don't listen to him Rainbow, you know that's not Shining Armor."

The entrapped pegasus took a breath, trying to steady herself. "I-I know that. I know that." She closed her eyes.  
Blackened Armor sauntered around Dash's sphere like a predator on the prowl. "Shining Armor always thought of you as an egotistic, overgrown filly." He said conversationally. "In his mind, you were barely out of diapers. Shining Armor would never look at you the way you look at him. It's sad really."

"S-shut up." Rainbow shuddered as if struck by body blows. "You're not Shining Armor…y-you're not."

Blackened Armor tilted his head. "You wound me 'Dashie,'" his smile took on a cruel tone. "I'm trying to help you. No need to spend the rest of your life pining away until you're an old gray mare. Even if he is the only stallion that you've ever had feelings for. Even if he's the only one who made you feel safe, the one who made you feel secure and strong. But he never cared about you. Not really. He would've felt the same for anypony who Celestia had for a student." He laughed—no, he brayed. Long and loud.

She shut her eyes, shaking her head. Her friends saw her pain and were enraged by it. "You brute!" Rarity spat as Pinkie stuck out her tongue at him.

"Big meanie!" She pronounced.

"Y'all leave her alone!" Applejack snarled, bucking at the sphere. "Dash, that ain't yer friend! And when ah git outta here ah'm gonna buck the evil clear outta his hide!"

Twilight twitched "That's enough!" she huffed silently. "I said that's ENOUGH!" Her horn lit up with a bright burst that shattered Blackened Armor's magical spheres. Seven equines landed hard on their hooves. Rainbow Dash buckled and fell to her knees.

"RD!" Applejack and Fluttershy knelt down on either side of her. "You okay sugarcube?" Dash's flanks shuddered as she fought to keep her composure.

Twilight meanwhile was rapidly losing hers. "I don't know who you are but you are NOT my brother! That is not how Shining Armor acts or even thinks! You're a lying…caricature! And I'm going to get my REAL brother back." Her horn shimmered.  
Her friends ran up to join her at her side. "Stand back!" Twilight shouted. "His magic is too strong." She lowered her horn. "I got this."

"I'm petrified." Blackened Armor deadpanned as ball of magic grew out of the tip of his horn. "I always was the better spellcaster." A magical blast erupted towards them, crackling and surging.

"That's right…" Twilight agreed slowly, tilting her horn into the ball's path. His magic bounced off, deflected harmlessly away. "You WERE the best!" she pronounced.

Blackened Armor narrowed his eyes, focusing his magic more. "Not bad…but not good enough!" A blackened magical stream of energy spewed from his horn only to be met halfway by a lavender stream from Twilight's own horn as the two magical titans clashed.

The dark stallion took a step forward, forcing Twilight back. Her hooves dug furrows in the ground as she resisted, focusing with all her might. "You might as well give up now…want to know a secret?" He winked roguishly. "I know what Shining Armor knows—and he always won these little magical tests of strength."

She grunted. "You…keep reminding us…you're NOT Shining Armor!" Twilight felt her knees wobble as she fought to stand tall. "And I have….a secret…of my own!"

"And what would that be?" Blackened Armor yawned.

Everypony watched in silent awe as Twilight struggled up, standing tall with her eyes sparkling with magic. "I've been holding back!" She shouted. Her magic stream doubled in thickness and strength, this time forcing Blackened Armor on the defensive, pushing him back.

"You can do it Twi!" Applejack cheered.

"Two. Four. Six. Eight—whose magic is really great? Twilight! Twilight! Yaaay Twilight!" Pinkie hollered, hopping up and down.

Rainbow Dash looked on in amazement. Shining Armor was the most powerful unicorn she knew…and Twilight was pushing him back. "Whoa." She whispered, her eyes wide.

Twilight snorted challengingly at her brother and the thing using his body. "Do you know what it was like growing up?" She gritted her teeth. "I felt like I lived in a world made of cardboard. Always taking constant care not to break something…to break somepony." She planted her hoof down, crunching the dirt beneath her. "Never allowing myself to lose control, even for a moment, or somepony could get hurt." She set another hoof forward as her eyes glinted dangerously. "But you can take it, can't you, big guy?"

Blackened Armor grunted and strained, finding it harder to match her magical strength.

"So…" Twilight went on. "What we have here is a rare opportunity for me to cut loose, and show you just how powerful I really am!" She gave another little burst of magic, that completely overpowered Blackened's own. Her magic traveled through his own and back to his horn, causing feedback that knocked him off his hooves and into a tree.  
The stunned minion of darkness picked himself off the ground and looked up at Twilight Sparkle with a cross of awe and fear.

The determined lavender unicorn strode towards him with purpose. The downed stallion fired off several bursts of energy that pinged harmlessly off Twilight's shields or were brushed aside with casual ease. "Y-you can't do this to me!" He panted, fear in his eyes. "I'm your brother!"

"No you're not!" Twilight shouted angrily, panting heavily as she stood over him. "You—you're a PARASITE wearing my brother's skin! And I." Her horn flashed, pulsing with energy. "Want." She stomped her hoof. "Him." Her face was twisted in a snarl as her eyes narrowed, turning brighter with white magic. "BACK!"

Concerned, Rainbow Dash started forward before being held back by Applejack and Zecora. "Twilight—wait!"

It was too late. Her magic washed over Blackened Armor like a tidal wave as he screamed. "NOOOO!" He was blasted back against the tree, propped with his limbs forced apart. The dark minion thrashed and screamed but Twilight pressed herself closer and closer. Soon the tip of her horn gently tapped her brother's and sparks flew. A bright white light flashed, tinting Twilight's lavender magic pure white.

Like a layer of paint being scraped aside, the darkness inhabiting Shining Armor was peeled away. Bit by bit, his white coat and multistriped blue mane was revealed. His gold-rimmed light purple armor reasserted itself as his dark, nightmarish one shifted.

Then with one last concentrated burst Twilight stripped the dark shadow that stubbornly clung to her brother and separated it from him. With a piercing shriek the black shade writhed in the bright white light and disintegrated.

There was a burst of light that forced everypony's eyes closed. Then when they opened them, blinking. They saw Shining Armor woozily swaying on his hooves. His eyes—once amber yellow—were back to their normal blues. "H-hey Twiley." He smiled weakly right before his eyes rolled up and he fell on his side, completely unconscious.

"Shining Armor! Twilight!" Rainbow Dash broke free and rushed over to them. "Are you okay? Is he-?"

Twilight, her mane and fur slightly singed but otherwise normal, swayed a bit, clearly dizzy. She giggled. "Heehee y-yeah sure. He's fine—we're both fine!" She smiled giddily.

Rainbow looked skeptical. "Um, are you sure?" She tilted her head to try to look Twilight in the eyes.

"Heeyup! Whoo—sorry!" She smiled goofily. "Just a bit of a magical high…haven't really cut loose like that in a looong time! Kinda felt good!" She hugged herself. "Shining Armor is just exhausted…he'll be fine. And back to normal too."

Rainbow Dash sighed in relief. "That's great to hear." She started to say something about how incredibly epically amazing her magic was but even those words seemed inadequate. Their was an awkward silence as they waited for the others to join them.

"Would you believe…we never had…a single fight? Twilight half-panted, half-giggled.

Rainbow Dash thought about. "…no." she said.

"Y-yeah, me neither." Twilight giggled, still coming down from her magic rush. "Funny thing…Shining and my parents encouraged me to talk to counselors and therapists. T-they said I was pretty buttoned up and had issues with repression."

"Ahuh." Rainbow nodded, not really sure of what else to say. "And?"

"I guess I'm not s-so repressed anymore!" Twilight burst out into a fresh round of giggles.

Rainbow shook her head, unable to do anything else but join her in laughing. After about a half minute of stress relief, Twilight nudged her friend. "You know…that thing controlling Shining Armor? It was lying. He—"

"I know." Dash's shoulders sank. "I know."

But Twilight didn't stop. "Shining Armor really does care about you, for you. He talks about you a lot at home, about how brave and confidant and amazing you are. Some new prank or stunt you pulled is always part of dinner conversation at least once a week." She gave Rainbow a neck hug, resting her neck across the blue pegasus' own. "Whenever he tried to encourage me to go out and have more faith in myself, he always told me to ask myself 'what would Rainbow Dash do?'"

That made the cocky pegasus smile. "Funny." Rainbow said. "He always told me a lot about you too. About how smart and clever and nice and stuff you were. He was always real proud of you, telling me to try to take a page out of your book and think before I act."

"I guess he figured we would make a good team." Twilight said wryly.

"Yeah…but not the best." Dash turned to nod at the rest of their friends, who decided to keep a respectful distance to let the two talk. At her nod, they started coming closer just in time to hear Rainbow Dash say, "All of us together? Now THAT'S the best team ever."

Applejack smiled. "You bet your rainbowed backside it is!" She stuck a hoof out. Rainbow reached out with one of her own. Then Twilight put her hoof on top of theirs.

"Together."

"ForEVER!" Pinkie Pie agreed as she stuck her own in.

Rarity nodded, elegantly outstretching her own hoof to join the others. "Indubitably."

Fluttershy smiled shyly and stuck her hoof in. "Friends?"

The six mares shouted together. "FRIENDS!"

"Forever!" Pinkie said again, only to be echoed by the others. They looked expectantly at Zecora who, for the first time, seemed genuinely stunned, and touched. "Come Zecora! Always room for one more!" The pink pony giggled.

"We wouldn't have made it this far without you." Twilight said gratefully, a small smile on her face. "Friends?"

Zecora tilted her head down and flicked her hood up, shrouding her face in darkness. "I am most honored and grateful as well. To count me as a friend would make my heart swell. But, I'm afraid I must say neigh. My role is your guide, that is the part I must play—and the price I will pay."

"What're you—" Rainbow Dash started before her ears perked up at a sound on wings flapping on the wind. "Incoming!"

Everypony looked up just in time to see three dark pony shapes swooping down towards them on bat-like wings. "Shadowbolts!" Rainbow cried in warning as she pushed the ponies closest to her—Twilight and Fluttershy—down to the ground. Zecora and Applejack, reacting quickly, did the same with Pinkie Pie and Rarity, respectively.

The three dark pegasi of Nightmare Moon flew by, passing overhead by less than a foot. But they weren't the target. Two of the Shadowbolts slowed down and hauled up the unconscious Shining Armor by his hooves.

"Shining Armor!" Twilight scrambled to her hooves, her horn a glow. "I'm not losing him again!" But the third Shadowbolt struck her from the side in an ambush, knocking the stunned unicorn over. Reaching into her flight suit, the dark mare grabbed something small and tossed it at the others. Upon impacting on the ground a burst of smoke was released, causing the others to sink to their knees coughing and covering their eyes.

Meanwhile, the other two had made off with Shining Armor. Rainbow Dash flexed her wings, only to find them suddenly bound by a pair of bolas thrown by the Shadowbolt captain. "Grrrrr!" Dash growled as she tried to shake them off. Glowering at the pony who used to be Ditzy Doo, she snarled. "What do you want?!"

"Oh we have what we came for." She said evenly, a cruel smile upon her muzzle. "Now here's what you're going to do. If you ever want to see your precious boy-toy again, you're going to lie down and surrender."

"No way!" Rainbow Dash stood tall, her wings snapping the bola rope as she flexed them. "THIS is what I'm gonna do! I'm gonna rescue him! I'm gonna save Shining Armor, you three, and all of Equestria and then, just to finish off, I'm going to buck Nightmare Moon right back to the moon!" She snarled.

"You?" The Shadowbolt sneered. "You cannot stop Nightmare Moon! You have no weapons, no defenses—no plan!"

Rainbow snorted. "You're not Ditzy Doo…but I know you have her memories." She snarled. "Go ahead and take a look! You'll find I do my best work on the fly, improvising as I go! Don't believe me? See for yourself!"

The spawn of Nightmare Moon looked inside the poor mare that was transformed into the leader of the Shadowbolts. For a second, her glowing golden eyes wavered with fear as she looked into Ditzy's memory and Dash's determined eyes.

"Scared yet?" Rainbow Dash asked. "You should be."


	24. Chapter 24

The Shadowbolt captain, having failed to cow them into submission, fled back to the palace of the royal pony sisters where her two subordinates had brought Shining Armor.

Back in the Everfree Forest, a stone's throw away from said palace, Rainbow Dash pawed the ground angrily, bucking the air as the ponies licked their wounds. "Darn it! We just rescued Shining Armor and now we have to do it again?!"

"You okay Twi?" Applejack asked her as she helped the unicorn up.

She nodded weakly. "Y-yeah. Fine. I'm fine." Her eyes betrayed her as she followed the path the Shadowbolts had taken out of sight straight to the palace. Pinkie hugged her from behind.

"Don't you worry none, we'll get 'im back." AJ assured her.

Rainbow Dash pounded her front hooves together. "Hay yeah we're getting him back! We are going to march right in there and—"

"You will do nothing of the sort." Six started ponies turned to look at Zecora who wore a stern visage and steely eyes that would brook no argument. "Their action was a lure to a trap, to use him as bait for their sport. Nightmare Moon will be waiting for you when you arrive. Without the Elements of Harmony, there is no hope you can derive."

Rainbow flew up and got right in Zecora's face. "No way!"

"We are not abandoning my brother!" Twilight protested as the others nodded in support of her and Dash.

Zecora sighed. "This I know. I would not ask you to stoop to such a low. This is the purpose of mine for which I was prepared. I shall go to the throne room where Nightmare Moon lairs. There I shall rescue the captive and draw her attention away from the rest of you, so you can find the Elements of Harmony and do what you need to do."

"Are you nuts?" Rainbow Dash shouted. "You want to face Nightmare Moon by yourself? How come when I said that you told me I was nuts but now it's okay for you to try it?"

"I never said my plan was completely sound. But of all our options, this is the best around. Stopping Nightmare Moon is not my goal. But stalling and diverting her gaze, that I can do while you take your secret stroll. Away from the throne room, in an ancient tower chamber, there you will find the gems we seek. No go, make way without a peep!" She raised her hood and turned away. "All Equestria is at stake, so you must succeed, whatever it may take!"

Rainbow Dash shook her head. "But—"

Zecora gently placed her hoof over Dash's lips. "This is how it must be. Now please, one last time, trust in me." Rainbow looked Zecora in her almond-shaped sky blue eyes and knew there was no more yield in her than there was in Rainbow Dash herself. She sighed, dipping her head in surrender. The zebra smiled. "I must go, I have no more time in which to talk. May Celestia stand between you and harm in all the empty places where you must walk."

Zecora turned and galloped away, heading straight for the ancient palace. Behind her six ponies watched her silently go until she was out of sight. For a long time nopony said anything. Then Twilight Sparkle whispered, more to herself than anypony in particular, "What do we do now?"

Rainbow Dash took a step forward, facing away from the others. Everypony turned and waited. The only thing they saw a small sparkle as starlight refracted off a bit of moisture that fell from her muzzle, despite the lack of rain. The pegasus straightened herself up and turned around. Grim determination was etched on her brow. "I have an idea."

In the ruined throne room of the ancient Palace of the Royal Pony Sisters, Nightmare Moon brooded. The marble was cracked and broken everywhere, giving the once regal room the feeling of a recently opened tomb.

The dark mare's thoughts were interrupted as her minions returned, carrying the limp, untransformed form of the unicorn captain in tow.

"We secured your captain!" Swore the lead Shadowbolt, saluting as her fellows deposited Shining Armor on the ground.

Nightmare Moon looked singularly unimpressed. "How interesting…you make your incompetence sound like an achievement!" She bared her teeth—uncommonly sharp for a pony—as her minions quailed. "If you had arrived in time you would have not needed to 'secure' him and I would not have to waste the energy to reconvert him! And you failed bring me those troublesome fillies. Since I am surrounded by idiots, *I* will ensure that these foals are stopped! I am going to do what I should have done a long time ago—take care of them myself!"

A bark of laughter sounded from the doorway. "Ah so what they say is true! Arrogance and stupidity all in the same package—how efficient of you!"

Stunned, Nightmare Moon turned around, flanked protectively (and needlessly) by the Shadowbolts. Before her stood a regular pony underneath a brown hood and cloak, armed with only a staff. How had she gotten in undetected? Her magic should have made it impossible for any pony to get in without her knowing!

The Shadowbolts flinched, recognizing her. Nightmare Moon either didn't notice or didn't care. "You will suffer for your insolence…tell me who you are and I might see fit to show you some mercy. I am nothing, if not kind." Which was literally true.

Dead silence greeted her. "Very well." Nightmare Moon languidly pointed a hoof at her. "Attack." She ordered casually.

The three Shadowbolts charged at the intruder, determined not to let her get the better of them again. Her staff swung once, twice, three times, each time punctuated by a meaty 'thok!' that sent the Shadowbolts careening into the walls.

Angered, Nightmare Moon's eyes grew white as she summoned her own magic to dispense with this irksome pest. Lightning flashed and arced at the intruder, only to rebound harmlessly off a white bubble as she chanted. "Yu Mo Gui Gwui Fai Di Zao. Yu Mo Gui Gwui Fai Di Zao." Her staff seemed to faintly glow, runes carved into its sides glowing with a magic, otherworldly light.

Nightmare Moon narrowed her eyes. "How are you doing this? No pony alive knows of those spells!" She spat. "Answer your princess!"

Zecora did not answer. "You are not kind and your acts are not warm. You are not a princess, you are hatred and bile given form."

"Spare me your wretched doggerel." Nightmare Moon spread her wings, lightning cracking in the air above her. "Yield or perish! I shall control every pony—stallion, mare and foal!"

"I have said before, by and by—no pony am I!" Zecora's hood dropped, revealing her striped head and Mohawk…and from her, Nightmare Moon recoiled as she would from no living pony. She rallied quickly.

"So." Her dragonesque eyes narrowed. "You've come a long way from your home just to throw your life away."

Zecora inclined her head in acknowledgement. "Possibly, but nothing is set in stone. I have come to remove you from that throne."

"You shall fail." The Nightmare spread her wings, lightning crackling through her ethereal mane. "You do not have the power to defeat me!"

"Your words I would take to the bank." Zecora narrowed her eyes as she readied her staff. "But I can still kick your flank!"  
Nightmare Moon bellowed as she struck at the mystic zebra with her magic: dark blasts of magical energy, white lightning strikes, and the occasional bit of broken rock tossed her way.

Zecora ducked and dodged, weaved and bobbed to avoid as much of it as she could. What she couldn't avoid, she deflected with her staff and her wards. What she could not deflect, she blocked, though that took more out her.

Once she had Zecora pinned down, Nightmare Moon rained spell after spell on her. Zecora was not, could not be, the sorcerer to match her. Her wards weakened as she was forced to her knees as she fought to block the attacking magic with her staff or her shield. "Yu Mo Gui Gwui Fai Di Zao. Yu Mo Gui Gwui Fai Di Zao."

She did not even try to strike back. To attack would mean to lower her defenses in the hopes of striking a blow that would accomplish little to nothing. She knew that she could not defend her way to victory—indeed, victory was not on her agenda. But in defense, her will was indomitable. Like an outclassed warrior seeking only to hold her foe at bay as long as possible, she withstood or beat aside wizardry that would have devastated a stronger but less purposeful mare…she spun her staff, darting now this way, now that, as she deflected every blow Nightmare Moon aimed at her—to the dark mare's growing vexation.

Finally, with a hoarse shout of anger, Nightmare Moon lifted herself off the floor and flung her legs out as a large explosion of magic surged forth from her. It overwhelmed Zecora's defenses and knocked her into the wall. Before she could recover, Nightmare Moon's dark mane spread out and consolidated into pitch black tentacles that wrapped around Zecora and lifted her off the ground.

"I have you now. You have failed." The ruler of nightmares chuckled as she brought Zecora face to face with her.

Zecora narrowed her eyes and snorted derisively. "If you think that, then you are out of luck. You evil, dumb, fu—NGH!" She groaned as the tendrils constricted around her middle.

"I'll remove your tongue." Nightmare Moon hissed. "And strangle you with it!"

"HEY!" A new voice echoed off the walls, sandy and a bit scratchy, but resolute. "Let her go!"

Nightmare Moon felt her eye twitch as she absently dropped Zecora. "Who is it now?!" She whirled. "Who would dare defy me?!"

"A danger most rare…" Zecora coughed from the ground. "A good mare."

A cyan hoof appeared through the dust and the dirt kicked up by the magical duel. A pair of bright blue wings cut through the cloud and with a few strong beats, cleared the dust to either side of the room, revealing the pegasus attached to those wings: a lean, toned muscular body, with a rough rainbow-colored mane and tail and fierce, determined rose-magenta eyes. Her cutie mark, a red, yellow and blue lightning bolt coming out of a white cloud, shone brightly on her flank.

"Nightmare Moon." Rainbow Dash looked at the evil mare sternly. "Remember me?"

"Oh yes." The nightmare princess snorted contemptuously. "If it isn't Celestia's charity case. What do you think you're going to achieve here?"

Rainbow Dash flared her wings, and boxed the air with her front legs. "It's not what I'm gonna do…it's what WE'RE gonna do!" She tossed her head to Zecora as she walked over, helping her to her hooves. "Our friends and I, we're going knock you so far down that when you look up all you'll be able to see will be our horseshoes!"

Nightmare Moon snorted. "Your arrogant faith in your friendship will be the cause of your downfall."

"The cause of your downfall will be your big fat flank!" Rainbow Dash shot back. Nightmare Moon flapped her wings, looking down imperiously on her would-be challengers.

"Bold words. You hide behind them like a shield, but you and I both know the truth: you're a scared little filly, grossly outmatched and over your head."

"Oh yeah?" Rainbow retorted. "Well—you're a buttface."

Lightning cracked as Nightmare Moon smashed the floor with her hooves. "Impudent pulling moppet!" She shouted.

Rainbow Dash dug deep within herself to find the right answer. "Your mother!"

"GRAAAAH!" Nightmare Moon thundered, lightning exploding all around her. Rainbow Dash and Zecora leapt behind a fallen chunk of ceiling, seeking shelter from the blasts.

Zecora looked at Rainbow Dash angrily. "What do you think you are doing in this place? Without the Elements of Harmony, Nightmare Moon will stomp your face!"

"Relax Z." Rainbow chanced a look around the corner only to shrink and duck back, narrowly avoiding a lightning bolt to the face. "The others will meet us here with the Elements. I have a cunning plan!"

Zecora covered her face with her hooves. "I doubt I am speaking too soon—we are SO doomed."


	25. Chapter 25

Rainbow Dash and Zecora were pinned down behind a fallen chunk of ceiling as magical blasts and lightning rained down upon them. On the other side of the shaking throne room, the Shadowbolts fought to stay upright as their enraged Mistress shook the room with her spells.

"Master!" The lead Shadowbolt called out a warning. "The palace is falling apart!" She quailed under the furious gaze of Nightmare Moon but apparently her warning was heeded for she stopped her attack.

"Find them!" She snapped at the Shadowbolts. "Do not let them escape!" This was easier said than done, for all the dust and debris still hung in the air, effectively shielding the pegasus and zebra from sight as they planned their next move.

Rainbow Dash crouched low as one of the pegasi of darkness flew overhead, looking this way and that for them. "Do you still have that weird illusion powder of yours?" She whispered softly. Zecora nodded, not understanding what the hot-tempered pegasus was up to. Dash smiled. "Good. Here's what I want you to do…"

The Shadowbolt captain flew around the large throne room, brushing aside the dust and smoke in the air as she beat her wings, looking for her captives. Then out of the corner of her eye she caught a flicker of movement from behind one of the pillars holding up what was left of the roof. She quickly flitted behind it, voice ready to let out a shout of triumph for her fellows—instead she was greeted by a ghostly green apparition. A small unicorn filly so young that she didn't even have her cutie mark yet. Her eyes wavering as she looked up, she let out a soft "Mama?"

Something in the Shadowbolt's heart constricted as she recognized her…or what she was a representation of, at any rate. It was Dinky Doo, daughter of Ditzy Doo. The Shadowbolt squelched the feelings from the body she was wearing as irrelevant. She turned to walk away but her hooves refused to budge. "What sorcery is this?" She spat.

"Mama…" The ghostly Dinky begged, her face crunching up in a sniffle as she fought the urge the cry. "I want my m-mama…"

The Shadowbolt covered her head with her hooves. "Stop it! Show yourself!"

Rainbow Dash stepped out from behind a pillar, the mist gently curling around her. "I'm right here Ditzy."

The captain's twisted gargoyle-like wings flapped angrily, her gold goggles flashing. "I am NOT Ditzy Doo!"

Dash shoved her muzzle right into her face. "Yes, you are! You. Are. Ditzy Doo! You live in Ponyville—you're a weather worker and a mail mare. You love muffins and are one of the sweetest ponies around. You're clumsy, off-kilter and a silly pony sometimes, but you always try your best and everypony loves you for it. You're always cheery and a great friend." She wrapped a wing around her. "Whenever I needed somepony to give me a hoof, you were always there for me…just like you've been there for your daughter." She pointed at Dinky.

"D-daughter…" The Shadowbolt stuttered.

"Yeah…the sweetest little filly ever and she's your daughter. She loves you to death and right now, she misses you. You're her hero. She NEEDS you. Come back to her." Rainbow Dash urged.

The Shadowbolt covered her head with her hooves. "You…belong to me." Nightmare Moon's voice echoed within Ditzy's own head.

"C'mon Ditzy, I know you're in there!" Rainbow Dash hugged her. "Fight it!"

"I—I belong t-to…to…." The Shadowbolt closed her eyes. It was Ditzy Doo who opened them. "I belong to…no…pony!" With an agonized scream, something snapped. The other two Shadowbolts—formerly the royal pegasi guards Steelwing and Silver Lining, also held their heads and screamed as Nightmare Moon's hold was broken, the three of them bound together by her dark magic.

Perhaps Nightmare Moon had expended too much of her magic in her rage-fueled attack. Maybe there was something in Zecora's powder or her wards that weakened the Nightmare's hold on Ditzy Doo and the others. Or maybe, just maybe, the love of a mother overpowered all else. "Dinky!" She desperately reached out with both hooves to embrace her daughter, only for them to pass through, the illusionary Dinky fading out of existence. "No!" Ditzy stared at her own hooves, discolored by Nightmare Moon's magic to a dull, ashy gray peeking through the holes in her dark Shadowbolt uniform. "M-muffin?!"

"It's okay Ditzy, it's okay! Dinky's safe!" Rainbow assured her, holding her tight as they both sank to their knees. "It's gonna be okay." Zecora stepped out of the shadows, kneeling down next to Ditzy to check her pulse. She nodded. Ditzy would be fine.

"That is where you are wrong." The three mares looked up to see Nightmare Moon towering over them. Her eyes flashed with cold fury. "You have doomed your own friends with this act. I withdraw my countenance from them!" With a discharge from her horn, Ditzy and the others writhed in pain, their Shadowbolt uniforms gone and returned to their normal forms. The shock had rendered them all unconscious, like it had Shining Armor.

Rainbow Dash held the unconscious Ditzy to her as the green illusion mist dissipated around them. "Ditzy…" she said softly, as she looked up at Nightmare Moon with pure hate in her eyes.

"I shall create new soldiers, untainted and pure!" The dark alicorn announced as her eyes crackled with energy. Soon new Shadowbolts appeared, congealing out of the smoke and mist of Nightmare Moon's own mane. First one, then two, three…soon there were dozens of them. "Did you really think that depriving me of a few lowly servants would stop me? You haven't even inconvenienced me. I shall crush you as easily as I have crushed all who have dared to oppose me throughout the world. I am power unlike any you have known! Absolute, infinite, and unrelenting! You have no choice but to prepare for a long, dark future as my subjects... and my slaves."

Rainbow Dash rolled her eyes, her face twitching. "You know what you need to do? You really need to take the opportunity to shut the hay up."

"As far as final words go, I've heard better." Nightmare Moon turned to her Shadowbolt army. "Finish them."

"Not so fast Nightmare Moon!" A call came from behind them. In the door way of the throne room stood Applejack, Pinkie Pie and Rarity. Applejack stepped forward. "S'all over fer you!"

The mare of darkness laughed. "Am I supposed to be intimidated? You'll have to do better than that."

"Alright then." AJ stepped aside, revealing Twilight Sparkle magically levitating six gray stone rocks each carved with a unique symbol. "How do you like THEM apples?"

Nightmare Moon drew back. "The Elements of Harmony?! But how-?!"

"You'd be surprised what you find lying around your own house." Rainbow quipped cheekily.

"GET THEM!" Ranted the evil princess. The Shadowbolts leaped into the air, rushing at both groups. The air was thick with dark wings flapping.

"Get down!" Applejack called as everypony hit the floor. And just in time. From behind the group at the door came a shower of rocks and dirt that hit the Shadowbolt charge head on.

From her place on the floor, Rarity peeked behind her. "Good job boys! You're such good dogs!" Roughly thirty Diamond Dogs were bent over, their back to the door, frantically digging at the ground, tossing broken bits of floor and dirt between their legs and over the crouching ponies. A sea of happily wagging tails was Rarity's answer as the digging increased.

The other contingent of Shadowbolts meanwhile kept heading for Rainbow Dash, Zecora and the unconscious Ditzy Doo. From above they heard the softest cry of "Charge!" ever uttered. They looked to see a soft yellow pegasus with a pink mane fluttering over them. "Um please?" She added. Half a beat later the Shadowbolts found themselves also being attacked from above! Swooping down with a fierce cry, talons outstretched, a swarm of gargoyles tackled the Shadowbolts out of the sky.

To add to the confusion, a sudden swirl of water flooded into a pair of wrecked fountains that occupied the corners of the throne room. Out of the fountain bows sprouted the gilled pony-shaped heads of the seaponies, spraying water out of their mouths and knocking Shadowbolts out of the air with concentrated water jets.

Rainbow Dash turned her head to Zecora and winked. "Told you I had a cunning plan. Now, tell us how to use the Elements so we can blast her!" Zecora opened her mouth but what she said cut off by a blast from Nightmare Moon that struck between the two of them, forcing them to split up.

Rainbow went sprawling, rolling over until she came to a stop against the wall. She looked up to see Nightmare Moon looming over her. "You!

The pegasus looked up weakly. "Um, hi?"

"RAARGH!" Dash rolled away just before Nightmare Moon's hooves smashed down where her head had been a second earlier. Scrambling to her hooves, Rainbow ran to where her friends were gathered at the entrance. As tense as things were, she was smiling. They had an army. They had the Elements of Harmony and they had each other. She just KNEW the second she was with her friends, everything would be alright.

She was about halfway across the room when she heard somepony shout her name. She turned, it was Zecora. The zebra pointed at a place across the room. Nightmare Moon's horn was crackling as she aimed it at the doorway where her friends were standing. With all the chaos in the room, the others hadn't even noticed her. "NO!" Rainbow Dash charged ahead, unfurling her wings. She streaked ahead, her mane swept back. Twilight saw her approaching, waving her over with a hoof. "GET DOWN!"

Several things happened at once. Nightmare Moon fired. Rainbow swept out her legs and succeeded in knocking all five of her friends away. She barely had time to sigh before the lightning struck her in the side. She screamed at the burning, charring sensation even as she felt herself being propelled through the wall, rock shattering upon her impact.

Rainbow Dash's vision swam as she was knocked out of the throne room, and out of the castle altogether. Below her, she saw the Everfree Forest growing closer as she fell in spin. She faintly heard somepony—maybe several someponies—shout her name. Then she closed her eyes and everything went black.


	26. Chapter 26

"RAINBOW DASH!" Five mares yelled at once, seeing the chromatic blue blur smash into and *through* the wall. Dust and debris was scattered everywhere. Twilight barely remembered to use her magic to keep the sprayed bits of rock from hitting her and everypony else in the face or, Celestia forbid, their eyes. Even so, there was an agonizing twenty or thirty seconds where all she could see was swirling clouds of dust and a gray streak.

One zebra bowed her head reciting a poem she had heard long ago: it served as prophecy and now as eulogy.

Demons run when a good mare goes to war  
Night will fall and drown the sun  
When a good mare goes to war

Friendship dies and true love lies  
Night will fall and the dark will rise  
When a good mare goes to war

Demons run, but count the cost  
The battle's won, but the mare is lost

Zecora sighed gravelly as she looked out of the hole Dash made when she was hurled through it. Her eyes widened as she promptly fled from the room before the smoke and dust cleared.

Nightmare Moon flapped her wings, once, and cleared the room. The battle royale between the Shadowbolts on one side and the gargoyles, diamond dogs, and seaponies somehow seemed to be relegated to the background. The evil princess stepped over the prone form of one of her Shadowbolts and inclined her head to one side to avoid a gargoyle plummeting through the air.

Instead she walked over to loom over the five distraught friends of Rainbow Dash. Pinkie Pie's lip trembled and her eyes went wide. When Dash didn't return her hair seemed to deflate and streams of tears seemed to burst from her eyes. Rarity bawled into a scented lace hanky so overwrought that she didn't seem to notice her makeup was running. Applejack had her hat tugged low over her face as she held Twilight tight, the unicorn sobbing and shaking. Fluttershy…was silent. Her face was hidden behind her long pink mane.

Nightmare Moon smiled. "What ever is the matter?" She asked coldly, startling them into noticing her. Except for Fluttershy. She was unmoved. "Ah yes, could you be missing your newfound friend? A shame." The dark princess walked around them, her voice sounding like she was half musing to herself and half carrying on a civil conversation. "But really, she brought it upon herself. Now, if you're through with the folly of challenging me, perhaps we can resolve this amica—"

"You." The one simple word, softly spoken, cut through the Nightmare's dissembling like a hot knife through butter. Everypony turned to see its source: it was Fluttershy.

"What was that?" Nightmare Moon asked, smugly. "I didn't quite catch that. You'll have to speak up…oh that's right. You can't. You're Fluttershy, meek, cowardly, defenseless Fluttershy. The pony who always hid under Rainbow Dash's wings like a fledgling. But she's not here anymore, is she? So tell me…what do you have to say for yourself?" She tilted her head, curious.

Fluttershy, raised her head, her mane falling to the side and revealing her face. Her soft teal eyes were hard and cold as ice. "You." She said again, her teeth gritting together. "**You. Big. JERK!**" Her voice raised itself to a loud roar that shocked everypony. "Now you've made me **angry**." She pawed the ground with her hoof. **Very…VERY…****VERY****…****ANGRY!**" Fluttershy snarled the last word as she hurled herself at Nightmare Moon, her hoof outstretched. There was a resounding crack as her hoof connected with Nightmare Moon's jaw, sending the dark alicorn hurtling backwards. Stumbling, she fell head over hooves over a pile of rubble and collapsed—pitched against one of the remaining stone pillars.

Applejack's mouth opened and shut a few times before she was able of producing sound. "W-whoa."

As meek as it was, the sound of Applejack's voice snapped Fluttershy out of her rage. She shivered from the adrenaline rushing through her and the horror of what she just did. "O-oh my! I'm so sorry, I didn't mean to get upset!" Fluttershy fell over herself apologizing.

"Trust me sugarcube, we don't mind! Feel free to stay upset!" AJ urged. "Stay upset—aw, nuts." She winced as Nightmare Moon climbed back to her hooves, her armor dusty and looking incredibly incensed.

"**YOU DARE LAY A HOOF ON YOUR QUEEN?!"** She bellowed, shaking the very room with her might. Her eyes lit up with dark power as she spread her wings. "You shall not escape my wrath!" Her attention briefly flickered to the Shadowbolts. "BEGONE!"

At her command the Shadowbolts pushed, pulled or lured the allies of the ponies away. The gargoyles flew after the Shadowbolts, continuing their aerial dogfight outside the confines of the castle. The Diamond Dogs ran down the steps and out into the open to join them while the seaponies dove back down and swam through the fountain pipes and back into the river outside.

This left the five mares alone with Nightmare Moon. "There's no one left to save you now." She confirmed, lowering her horn as if to charge.

Twilight looked around. Applejack and Fluttershy stood to her left, Rarity and Pinkie Pie to her right. Shining Armor was still out cold in the corner and the two royal guard pegasi who had turned into the original Shadowbolts were crumpled by the wall. Her eyes narrowed. Could it be that there was still hope?

"You're wrong Nightmare Moon!" She proclaimed, surprising herself. "We have each other. You're the one who's all alone. And that's why we'll defeat you!"

"Yeah!" Pinkie Pie hopped up. "So you have to ask yourself…have you ever danced with the devil in the pale moonlight? Oh wait, wrong question. And you're supposed to ask that aren't you? Well, he's got four left hooves anyway, so-"

"Pinkie." AJ muttered. "Not now."

Fluttershy took a deep nervous breath, but her voice was even. "Rainbow Dash wouldn't give up. And we won't either!"

"Indeed!" Rarity nodded.

Twilight's horn flashed. "Ready girls?"

"Ready!"

She nodded. Alright. Okay, she thought to herself. What would a brave pony like Rainbow Dash do? Her eyes narrowed as the answer came to her. She pawed at the ground, lowering her head.

"You're kidding. You're kidding right?" Nightmare Moon questioned.

"**CHAAARGE!**"

Rainbow Dash was falling through the clouds. They were white, fluffy, and inviting. She dove right into one and snuggled in deep. Aah. This was the best napping place ever. She could just sleep here forever. Dash cuddled up into the cloud. It was soft and inviting and warm.

Wait, since when were clouds warm? Or that shade of gray? And have two great big soft golden eyes…okay this was officially getting weird. "Rainbow Dash! Wake up!" The cloud seemed to shake and dissolve as everything was suddenly re-arranged.

Everything was dark which temporarily panicked Rainbow until she realized that her eyes were closed. Opening them seemed to strain more muscles than fifteen barrel roles and a loup de loup. Still, slowly they opened revealing a grayish smudge that eventually reconstituted itself as a familiar face, bracketed against the dark sky above. They were hovering in midair. Apparently she'd been caught before she hit the ground. That was a plus.

"Hey…Ditzy." Dash croaked, her voice hoarse. "…'sup? Hurk!" Her exclamation was caused by Ditzy Doo wrapping her forelegs around Rainbow's middle and squeezing the air out of her.

"Rainbow Dash!" The distraught gray mare hiccupped, wiping tears from her face with her wing. "A-are you okay?"

The bruised blue pegasus squirmed, suddenly feeling each and every bruise on her. "Ditzy…yer squashing me."

"Oh, sorry!" Ditzy apologized weakly, gently lowering them down to the ground. "That better?" She asked as she leaned Rainbow Dash up against a small pile of bricks.

Rainbow grunted, getting comfortable as she flexed and tested to see what was injured and what wasn't. "That'll do."

Satisfied, Ditzy Doo sat down on a small pile next to hers. She had no sooner done so then there was an audible crack and the pile fell apart, causing Ditzy to land hard on her backside. "Whoops!" Ditzy said sheepishly. "My bad."

That made Rainbow Dash chuckle despite the pain it caused. How could somepony who literally have bubbles on her flank and eat muffins all day still manage to have buns of steel?

Shaking her head, Dash tried to focus. "Okay, oh ow." She winced as she strained her head to examine herself. There was a singed patch on her side where she'd been struck by lightning and her back ached where it slammed into—and through—the wall. Flapping her wings didn't seem to hurt…at least the wings themselves were okay. "Okay, so things could be worse. They could be a lot better, but they could be worse." She looked at Ditzy. "Thanks. I owe you one."

Ditzy gave a weak smile. "You saved me from Nightmare Moon." She got up and nuzzled Dash. "I'm the one that owes YOU."

"Perhaps the matter of debts and repayment can be settled at a later date, otherwise the world will never be saved at this rate." The two pegasi turned to see Zecora limping towards them.

"Zecora! How'd you get out here?" Rainbow Dash asked.

The zebra shrugged mysteriously and brushed the question aside. "That is not what I came here to do. Your friends stand against Nightmare Moon and they need you."

"WHAT?!" Rainbow shot to her hooves, promptly regretting it by the not-so subtle reminder from her injured back and side. "Why aren't you there helping them?"

Zecora's mouth thinned into a straight line. "I have done all I can, and more besides. But it is you, not I, who can turn the tides. Your presence is what is needed to use the Elements of Harmony to their fullest. Otherwise, they are just so much bits of rock, utterly useless."

"Be nice if you told me just what I was supposed to do with them." Rainbow grumbled as she flexed her wings experimentally. When they tugged on the muscles in her back, she felt a sharp twinge of pain. Seeing her expression, Zecora hurried to her side. From her saddlebag she pulled out a bottle and started applying it to her back and her singed side. Rainbow Dash hissed before the cool mixture started to sooth her injuries. "Just what are the Elements of Harmony anyway?"

After placing her bottle back in her bag, Zecora looked at her. "It is not a matter of explanation, but of revelation. You must understand harmony truly means. Otherwise a victory will be merely the stuff of dreams."

"Great." Rainbow groused, even as she stretched her now pain-free body. "I've gotta get back then." She looked around. "You guys, don't follow me. I want you to try and sneak in and get Shining Armor, Steelwing and Silver Lining out. Think you can do that?"

Ditzy saluted. "You betcha!" Zecora nodded.

"Good." Dash flapped her wings. "Time to show Nightmare Moron that it takes more than a little lightning to stop Rainbow Dash!"

"Rainbow, wait."

"Yeah Ditz, what's—huh?" Rainbow was surprised to find herself wrapped up in a hug from Ditzy. She didn't say a word or lessen her grip until Rainbow Dash took the hint and hugged her back. Ditzy was more than an old camp counselor. She was like…well, everything Rainbow Dash ever needed growing up: a big sister, best friend, and step-mom rolled into one. Ditzy was the pony who always tried to encourage Dash and keep her out of trouble, and at the same time was the one Dash always had to defend against ponies who thought Ditzy was dumb or slow.

"Rainbow Dash?" Ditzy said softly. "Can you promise me one thing?"

She nodded. "Of course Ditzy. Name it."

"C-can you…I mean…will you be Dinky's godmother?" She asked quickly.

Dash pulled back so she could look Ditzy in the eyes, er, well, eye. "Ditzy is this really the—" Then it hit what Ditzy was asking. She was making preparations in case she didn't come back. "Oh." She swallowed. "Of course. I'd be honored." Then she smiled. "I bet Dinks will be happy when we get back and tell her." She stressed, leaving no question that both of them would be going home. Then she turned to Zecora. "You watch your stripy rump too Z."

"This I shall endeavor to do, if my rump means so much to you." Quipped the zebra with a smile.

"Alright then. Let's go!"

Nightmare Moon laughed as she swatted aside yet another magical blast from Twilight Sparkle. "Haha, come now, is that all?"

The lavender unicorn panted in exhaustion. Things had not been going so well. The worst part was that Nightmare Moon was content with merely toying with them, not seeing them as a real threat. And from what Twilight could see, she might not have been far wrong.

Despite their best efforts they couldn't seem to land a blow on Nightmare Moon. She didn't even dodge, refusing to give them the satisfaction of knowing that they *might* have been able to hurt her. With flashes of lightning and arcane magic she hurled against them time and time again, the five heroic but overpowered mares were tossed aside again and again. Only Twilight had any luck in weathering the storm of fierce magic and retaliating with some of her own. But her power was no match for Nightmare Moon's.

The dark mare chuckled as Twilight fought for breath. "Come now, why do you persist? You can't really have any expectation of winning against me, can you?" There was no answer from Twilight besides an indignant snort. "Ah, how erudite. I see Rainbow Dash has been rubbing off on you." She grinned cruelly, twisting the knife. "Ah, I know! You think that the fabled Elements of Harmony will save the day for you!" Nightmare laughed as she used her magic to levitate the six stone spheres into the air. "Allow me to spare you the disappointment, by taking care of that now!" With a swift motion of her head she hurled them to the ground, smashing them to pieces.

"No…." Twilight's face paled as bits of the Elements rained down, the sound of Nightmare Moon laughing drowned out as if coming from far away. She didn't even notice the Nightmare's horn glowing again as she pulled Twilight away. Twilight found herself magically bound and hovering in front of the dark mare, her friends surrounding her in a similar state. No matter how they struggled or fought, they couldn't move or break free.

Nightmare Moon smiled at them. "Stand witness my little ponies! Your strategies have failed, your weapons are useless, and...oh, yes, the end of harmony has come!" She laughed. "The moon shall never again wane, hanging in the sky providing light and sustenance to those who would obey me. I shall banish the garish light of day and all will worship me! I am the ruler of the night. I am your princess, I am—"

"The ruler of long-winded introductions!" Rainbow Dash interjected as she flew in, stopping before the dark ruler, stunning everypony present with her blatant disregard for the laws of probability which dictated that she should be dead by this point. "Do you EVER stop talking about yourself?" Dash continued. "The night shall last forever, all shall love me and despair, eternal reign, unlimited rice pudding, yadda yadda yadda…yeah, we GOT it! Change the record!"

"Rainbow Dash!" Twilight and the others shouted, overjoyed to see her.

Nightmare Moon was not so pleased, especially at being cut off mid-rant. "You're supposed to be dead!" The dark ruler of Equestria snarled.

Rainbow shrugged casually. "Sorry, sounded boring. Had plans. Feel free to try it yourself if you'd like." She tensed, waiting for the inevitable explosion from the ruler of nightmares but instead, Nightmare Moon exhaled.

"It seems I've underestimated you."

"Yeah, I'll bet you ha—wait, what?" Dash was NOT expecting this. Nightmare Moon inclined her head, her posture one of ease and her tone of…begrudging respect? What the hay?

Walking down from her dais, Nightmare Moon approached Rainbow Dash, spreading her wings. "We need to talk." Her mane and tail spread out, surrounding and engulfing the two of them, cutting them off from sight and sound from the outside world.


	27. Chapter 27

Rainbow Dash whirled around but every direction she looked was the same bluish mist that completely hid everything. She couldn't see her friends, the throne room or hear a thing beyond it: it might as well have been an impenetrable wall.

"I wanted to have a moment to talk, just the two of us." Nightmare Moon explained calmly as if this was a normal occurrence. "Free from any…distractions."

Rainbow flapped her wings, rearing up on her hind legs and boxing at the air in front of her with her forelegs. "All I have to say can be said with THESE, babies!" She threw a quick left-right jab.

"So be it." Nightmare Moon said calmly. "But before you do, tell me, why are we fighting?" A nonplussed expression crossed Rainbow Dash's face as if to say, you're kidding, right? "Celestia is dead. Should I somehow be vanquished, what would become of Equestria? Bereft of a Princess and anypony capable of moving the sun or the moon? How will Equestria survive?" The alicorn asked evenly.

"I-" Rainbow Dash's mind came to a screaming halt as she processed this. She had been so focused, so determined on saving her friends and stopping Nightmare Moon that she never stopped to think about what would happen afterwards.

Nightmare Moon saw this and pressed on. "Celestia isn't coming back. There isn't anything you or I can do about that, regardless of what the outcome is. Despite what she may have told you, I never wanted her dead. I wanted her to see that she was WRONG. She made her own choice and the rest of us have to live with it. Typical Celestia."

"You shut up about Celestia!" Rainbow barked, tensing for a fight. But Nightmare Moon refused to be baited.

"I know you…cared for Celestia. But let us look at this rationally: she is using you to fight her battles for you. You, barely out of your fillyhood, were left to face the greatest power Equestria has ever known. Why didn't she do it herself?" She narrowed her eyes as Rainbow opened her mouth to explain, quickly cutting her off. "I'm sure she gave you some neat and pat explanation…but the truth is: she's a coward, always using others like chess pieces.

"You—no! She…she…" Rainbow Dash wished she was more eloquent. She KNEW Nightmare Moon was wrong but she just couldn't come up with the words to prove it!

The dark alicorn shifted the conversation to another ground while Dash was struggling. "The old world can never be brought back. It is dead and Celestia herself signed its death warrant. Instead of futilely fighting me, why not help me create a new world, a better one?"

"A-are you CRAZY? Why would I ever help you?!" Rainbow demanded. "Why would you ever even THINK that?"

"We touched minds Rainbow Dash…" Nightmare Moon reminded her. "I saw how alike we really are. Nopony can understand you like I can."

"Yeah right." Dash turned around, flicking her tail dismissively.

Nightmare called after her. "You mean that I can never understand that deep driving thirst for recognition and respect for your accomplishments that propels you forward? The stabbing pain when in spite of all your efforts, that your hard work goes unnoticed and unappreciated, suffering the stings and barbs of disdain from others who are just so small that they resent anypony who isn't as puny as them?" Rainbow paused, turning around slowly. She tried to swallow the lump of emotions that threatened to choke her. Nightmare Moon nodded. "Oh yes, I understand. Better than you think. But I can help you achieve your dreams where Celestia refused to. A mere word would be enough to get you an audition to the Wonderbolts, your life long dream. You would be a member easily, a captain within a few years on your own merit. If I said the word, you could be their captain now."

Rainbow Dash's wings twitched. To have her dream offered up on a platter before her. Who wouldn't be tempted? "I-I..."

"Flying through the skies with nothing but the wind in your face and the sky at your back." Nightmare Moon spun her fantasy, materializing in front of Rainbow. "All your troubles left miles behind you, the doubters and neighsayers left in your wake. Everything you sacrificed… all those ponies who doubted you…it'll all be a thing of the past." Her voice was alluring, tempting. "After all the hard work you've done, are you any closer to joining them now then you were years ago? And why is that? Because instead of helping you, as Celestia promised she would, she'd been intent on grooming you to be something you're not: a boring, proper mare learning things nopony cares about all with the goal in mind of making you the perfect weapon, a pony to lead others against me. But we both know that you and I have more in common than you do with the staid, uptight, and shallow ponies of Canterlot, don't you?"

Dash felt her knees starting to shake, with what she didn't quite know.

"Not enough?" The princess of the night asked. "Never fear, I will not forget those you care about. You see, Celestia is not the only one who can be merciful and kind. Your friends will have everything they ever wanted." She gestured broadly with her wing as images started to swirl in the mist surrounding them.

Rainbow Dash saw Applejack beaming proudly as hundreds of new apple trees were planted at Sweet Apple Acres, dozens of hired ponies working the fields while she and her extended family looked on with pride. Next was Rarity, flanked by some of the most important ponies in Canterlot: Fancy Pants, Photo Finish, Sapphire Shores, and Hoity Toity all gushing over her new fashion line as model after model walked down the runway in Rarity's dresses. The white unicorn squealed with happiness, the others eating out of her hoof. Then came Pinkie Pie, planning parties and decorating all of Canterlot as the entire city was transformed into one great big laughing, dancing celebration that everypony joined in. Twilight Sparkle's eyes glittered as she twirled around from her place inside the heart of the royal library and archives of Canterlot surrounded by all the knowledge in the world. Fluttershy flitted her wings happily, squeeing softly as she was surrounded by animals great and small in the Canterlot gardens, wearing a white coat with her name denoting her status as royal veterinarian and care giver. And Ditzy Doo…Rainbow bit her lip as she saw her old friend, who struggled with two jobs to support her foal all by herself, hugging her daughter and crying happily as they moved into a large, spacious and well-furnished house.

"And lest we forget…" The alicorn said in a hushed tone. Nightmare Moon's ethereal mane circled around Rainbow Dash, obscuring her peripheral vision. Soon all she could see was Shining Armor, standing before her and looking at her adoringly. "I know Celestia would never have understood." The Nightmare whispered alluringly. "She was eternal, beyond the common needs of mortal ponies. I am beyond them as well, but I understand them where Celestia did not, could not." She paused, pushing her muzzle right next to Rainbow's ear. "We've lived too long, seen too much. To live on, as we have, is to leave behind joy, love, and companionship because we know it to be transitory; of the moment. We know it will turn to ash. Only those whose lives are brief can believe that love, is eternal." With her wing, she gently nudged Rainbow Dash to Shining Armor. "You should embrace that remarkable illusion. It may be the greatest gift your kind has ever received. And I offer it to you. Freely."

"Shining…the girls…" Rainbow reached out a hoof, only to have the illusion before her be dispelled and dissipate back into the mist.

Nightmare Moon walked in front of her. "So Rainbow Dash, the choice is yours: will you fight a pointless, doomed battle where even should you win, you still lose, or will you help me make yours and everypony's dreams come true?"

Looking down, Rainbow Dash tried to marshal her thoughts. Did she have the right to make this decision? What she did could affect everypony she knew…why did she have to make this choice for them? All her dreams and theirs, wrapped up into one bundle…why should she refuse? Nightmare Moon was right, Celestia was gone and by her own volition to boot. What would happen if Nightmare Moon was vanquished? Would Celestia return? Would the sun and moon move on their own? Would they be stuck where they were now?

She couldn't know the answers to those questions, so she settled on the one that she had a chance of answering: why keep fighting a battle for a pony who wasn't around anymore, who might have indeed—as Nightmare Moon alleged—abandoned her?

_Because Celestia loved you_. The answer was so simple and yet so profound. "Celestia loved me." She repeated softly.

Nightmare Moon frowned. "What nonsense is this?"

"It's what makes her different from you!" Rainbow Dash shot back looking her squarely in the eye. "You just want to rule so you can have things your way, so you can make everypony like you! Celestia loved every single one of her subjects. She would never take a mother away from her filly and turn her into a slave. She would never make Shining Armor like me THAT way if he didn't really feel it himself, just to win me over. It doesn't matter if Celestia never gave me my dreams on a silver platter or if she isn't here anymore. Celestia was always there for us and now it's my turn to be there for her and what she cared about. I'll never abandon what Celestia taught me…that'd be like abandoning Celestia herself. And that's something I'm never gonna do!"

The Nightmare snarled, baring her teeth angrily as her eyes glowed with malice. Her facade of kindness fell away like a snake shedding an old skin. "Be careful in your decision...I am offering you a chance to accomplish anything and everything!"

"And I'm offering you a chance to kiss my butt!" Dash shot back, snorting.

"So be it!" Nightmare wrapped her mane around Rainbow's throat and hauled her up to eye level. "For a time I considered sparing your wretched little companions…but now you shall bear witness to their destruction!"

"Go...t-to Tartarus!" Rainbow Dash croaked out as she struggled.

Nightmare Moon chuckled wickedly. "Just where do you think I come from?" She hissed in her ear. "I hope you appreciate, Rainbow Dash everything that happens from this point is on your head. The skies will rain fire, the oceans will writhe, the streets will run red with the blood of your friends. Only then, after your last pitiful hope is extinguished, will I end your life." Nightmare Moon's eyes flashed. "Let's go!"


	28. Chapter 28

The mist receded and Rainbow Dash immediately darted out, calling for her friends. "Guys, look out-!"

Nightmare Moon tossed her head back and laughed, thunder and lightning flashing as she did so. "FOALS! You have nowhere to run and nowhere to hide! Your precious Elements of Harmony lie shattered on the ground, along with all your hopes of victory!"

Rainbow Dash was ready to dismiss that as another lie when she saw the broken remnants of the six stone spheres and felt her heart sink. The evil alicorn cackled, so confident in her success that she didn't even make a move to prevent Rainbow Dash's from joining her. "Rainbow Dash!" Despite everything, she smiled when she heard and saw her friends running towards her. "You're all right!" Twilight beamed as she stopped short just in front of her.

"Heh, you know me." Rainbow ran a hoof through her mane. "Just needed to figure out how to make the best entrance ever."

"Glad t'see yer in one piece." Applejack said, slapping Rainbow on the back. The pegasus bit her lip, hard, trying not to wince or yelp. "Even if yer brains still have the same consistency of oatmeal."

"Oatmeal, are you crazy?" Pinkie Pie looked at her.

Fluttershy walked over and laid her neck across Rainbow's. "We were so worried!"

"It is good to see you again Rainbow Dash." Rarity nodded. "I for one certainly hope that you have a backup plan now that the Elements of Harmony are…." She fished for a proper description as she viewed the ruined remains. "…a bunch of dumb rocks." She commented bitterly.

Rainbow Dash narrowed her eyes and snorted. "Forget the Elements." Everypony looked up at her in askance.

"Um, Rainbow Dash?" Twilight looked at her. "But, how are we supposed to stop Nightmare Moon without the Elements of Harmony?"

Dash flapped her wings determinedly. "I'll tell you how! We're going to stop her ourselves!" She jutted out a hoof and pointed it at them. "Everything can't be fixed in a neat little package by a bunch of glowy magical rocks or a wave of a hoof or wishing on a star…the only way to make things right is to do it yourself!"

She pointed angrily at Nightmare Moon. "She tried to tempt me with all my dreams like they were just something that could be given to you as a freebie. Well, Celestia taught me that life doesn't work that way and that you have to work to get where you want to go." Rainbow Dash looked at each of her friends in turn. "And you know what? We all worked to get where we are: right here, right now. So who needs a bunch of mystic doodads or whatever when we got us?"

The others were looking at each other not quite sure if they were ready to believe this. Rainbow Dash rolled her eyes. Fine. She'd just have to prove it. "Pinkie Pie!" She took to the air and pointed to the pink earth pony. "She saved us all from the Swamp of Despair by being joyful and laughing and, well, being random. If she can make us smile when we were reliving our worst moments EVER, then she can do anything!" Pinkie smiled and let out a small hop of joy.

"Rarity," Dash turned around. "She surrounds herself with beautiful outfits and stuff, but didn't hesitate to give away something priceless to her if it meant making things better for others. When a pony's as generous as her, she would do anything to save the world." Rarity smiled gratefully, touched by the compliment.

"Applejack!" She looked at the orange farmpony. "She might look and act like a simple old cowpony with a big flank," Dash gave a little smirk at AJ's annoyed glower. "But stood up and told the truth when she did something wrong, knowing that it might mean giving up her own life. But more than that, she's true to herself. She might not be the cleverest of ponies, but when you're that honest and have that strong a sense of justice, it makes others want to be as good and pure as her." AJ blushed slightly, tugging her hat down.

But Rainbow wasn't finished. "Fluttershy!" The canary yellow pegasus eeped and looked surprised, even though she must've known it was coming. "Aside from being, like, the nicest pony EVER, she managed to make friends with the weirdest and creepiest of creatures." Fluttershy scuffed her hoof shyly. "When you're kind enough and compassionate enough to make enemies into friends, nothing's impossible!"

She turned around. "And then there's Twilight. What can I say? Most awesome unicorn, ever!" Rainbow beamed. "She managed to beat the most powerful unicorn in Canterlot and free her brother from Nightmare Moon's control. With her magic, we're unstoppable!" Dash flew around her friends in a big circle. "When all this started I didn't think you ladies would be up to this. I was wrong." She admitted. "I asked if any of you had ever done the impossible…well, you all have now."

"Let's not forget about you sugarcube." Applejack nudged Rainbow with her head. "Don't sell yerself short…something ah never thought ah'd need to say." She added wryly, to giggles from the others. "Sugarcube, yer alright. You blur the line between foolish and brave so much ah'd forget they were two different words." She slapped Rainbow Dash on the withers. "You've stuck by us through thick and thin and there ain't nothing that stopped you from gettin' to Ditzy and Shining and yer other friends. Shucks, ah'd say you were the loyalest pony ah ever met!"

"They're right!" Pinkie flounced. "We are superincrediawesomazing! Just like my song! You've got everything that you need, right in front of you! Nothing's stopping you, nothing that you can't do that the world can throw at you!"

"I-I suppose if we can do all that…" Fluttershy hesitantly added. "Then I guess we CAN do anything!"

Rarity nodded. "I agree darlings, who needs some tacky old bits of rock when we have the most fabulous and amazing ponies in all of Equestria, and the most fashionable as well?"

"Now THAT'S what I'm talking about!" Rainbow Dash pumped her hoof in the air. "Well, mostly." She amended. "Anyway! Are you girls ready?"

"Yeah!" Came the enthused reply.

"Are we gonna kick Nightmare Moon's flank all the way back to the moon?"

"YEAH!"

"Then let's GO!"

"**YEEAAH!"  
**  
The six mares charged at Nightmare Moon as she stood, unintimated and unimpressed as they ran towards her. Out of the corner of her eye, she detected a flicker of light coming from the remnants of the Elements of Harmony. The six shattered balls each softly started to pulse with a color of the rainbow…as did the six approaching mares, determination etched onto each of their faces. "It's impossible." She whispered, a twinge of fear working its way into her black heart.

She felt something tap her on the head. "Excuse me?" Nightmare Moon looked up to see the pink one somehow standing atop her head on her hind legs…without even noticing how she had gotten up there! "Hiya!" Pinkie waved. "Um, I'm supposed to say something really brave and heroic now but all I can think of is….El Kabong!" She shouted, whipping out a guitar from someplace in her mane (Nightmare Moon blinked in surprise) and brought it crashing down on the wicked mare's head with an audible KLONG!

Nightmare Moon bellowed, clutching her head as Pinkie Pie hopped off, stumbling off the dais and towards the center of her throne room. "When I get a hold of you—"

"Heeeyaw!" Applejack whooped as she planted her front hooves on the floor and lashed out with her back ones, bucking the evil princess in the side. "How'd you like THEM apples?"

Stumbling, the Nightmare had no time to recover before Twilight Sparkle blasted her other side with a powerful stream of magic. Rarity wrapped a perfumed, lacy hanky around her hoof and delivered a quick jab to the side of her head. "I always found that a velvet hoof inside a lace boot was the best solution," she commented.

Fluttershy meekly held up her hoof. She didn't so much punch the dark queen as much as she stumbled into it with enough force to snap her head back.

"HEY!" Rainbow Dash shouted as Nightmare Moon regained her bearings. She looked up just in time to see a blue hoof approaching her face. A meaty THOK! Filled the air. "Keep in on everpony! Pinkie Pie!"

"Spoooon!" Came the enthusiastic cry as she introduced her hooves to Nightmare Moon's face and threw a party for them.

"Applejack!" Again, the powerful hind legs of Applejack lashed out, striking Nightmare Moon like she was nothing but a tree to be bucked. "Rarity!" The unicorn delivered a strong kick of her own to the side of Nightmare Moon's head. "Fluttershy!" A meek, danty smack was applied to the alicorn's cheek. "Twilight!" A surge of magic blasted the alicorn towards Rainbow Dash. The blue pegasus grinned as she lashed out with both hooves jabbing with a series of lightning punches, finishing with a fierce uppercut that sent her foe flying back. Rainbow Dash darted out of the nearest window and flew around the entire castle only to reenter through a window on the opposite side of the room and strike Nightmare Moon again from her other side!

"Keep it up!" Rainbow Dash called as her friend surrounded Nightmare Moon in a circle. "Again! Pinkie Pie! Applejack! Rarity! Fluttershy! Twilight!"

With hooves and wings and magic was rained down upon the dark mare as she was knocked to and fro. She would no sooner turn from one attacker only to be beset by the rest. And everywhere she turned, every place she looked, there was Rainbow Dash. Darting here, appearing there, always with an encouraging shout to one of her friends or a defiant cry railing against Nightmare Moon. She was buffeted by her wings, sore all over from the lashing of Dash's hooves against her hide and the angry, determined glint in her eye that chilled even her hard heart.

Worse, the longer the fight went on, the more closely the six cooperated and worked together, the more they pulsed with the light emanating from the Elements of Harmony. "No!" Her eyes widened. "NO, NO, NO!" Her eyes shined solid white as she tossed her wings wide, a shockwave of energy erupting from her that tossed her attackers back. There was a bright flash and everypony in the throne room found themselves pressed against the wall.

"ENOUGH!" She panted as her horn shimmered. Black strips burst from the tip and encircled the ponies. One wrapped itself around Fluttershy's middle, pinning her wings down. Two more attached themselves to Twilight and Rarity's horn, blocking their magic, before circling down to tie their legs together. Two more hogtied Pinkie Pie and Applejack.

Only Rainbow Dash was left unaffected. She panted, glaring at Nightmare Moon. "Let them go!"

Nightmare Moon chuffed. "I warned you Rainbow Dash…I warned you that I would make you suffer as nopony ever has for defying me."

"You know, when you said you were going to kill me, I didn't imagine that I'd by dying of old age." She narrowed her eyes. "Unless you plan on doing me in with your killer breath. Pwah! You've got a royal case of B.O. your heinous!"

"Make your feeble jokes while you can." The alicorn tossed her head dismissively. "They will not avail you here."

"That's right, keep on talking me to death." Dash rolled her eyes. "You've gone this long, why stop now?"

The Nightmare's horn shimmered and the throne room reassembled itself. Part of the wall fell away, revealing the night sky and the great heights upon which the tower stood. Five long protrusions jutted out into the air, each of her friends deposited upon one of them. Rainbow Dash jerked up at seeing them tied and bound precariously at the edge, a hair's length away from falling off. She attempted to fly out and grab them only to find her tail tied and bound to the floor with Nightmare Moon's magic.

Nightmare Moon's ears twitched and she turned her head to see Ditzy Doo and Zecora trying to carry Shining Armor and Silver Lining and Steelwing out. Rainbow tried to warn them. "Ditzy, Zecora, RUN!" But it was too late. Soon the five of them were bound to the wall, trapped.

"Now…" Nightmare Moon spun around. "We are going to play a little game…you fancy yourself the fastest in the world? One of the greatest fliers ever?"

Rainbow Dash extended her wings and arched them up in a threatening fashion. "You let me go and I'll show you how fast I can kick your rump."

Nightmare Moon bared her teeth. "Let's put that to the test!" She levitated Twilight and the others off their precarious positions and held them out over the abyss. "How many of your friends do you think you'll be able to save before they hit the ground? Two? Three? Maybe four if you're extraordinarily lucky? But not all of them." The Nightmare was smug. "Your friends called you the loyalest of all. Let's see what they think now! So who will you choose to save? Who will you save to sacrifice? The choice is yours. Better pick fast!"

She laughed as she released her hold on Rainbow Dash's tail just as she let the others drop off the edge. They screamed as they fell, making Nightmare Moon laugh as Rainbow let out an anguished cry of her own as she flew down after them, knowing that Nightmare Moon was right: she wasn't fast enough, wasn't good enough.


	29. Chapter 29

Rainbow Dash was doing what she was taught pegasi should NEVER do: fly directly at the ground. She wasn't diving, not flying in at angle, but flying straight down as fast as she could go. There was every chance she could end up a pancake splattered on the ground below but that thought was pushed to the far back of her mind. Of course, this wasn't the first time she'd done this, but usually it was the result of a juvenile dare and had started from much higher up. This time the stakes were much, MUCH higher.

Below, just out of reach, her friends were falling to their deaths. Fluttershy screamed as she tried to open her wings, but they were held tight by Nightmare Moon's bonds. Even Twilight Sparkle's impressive magic was contained. There was nothing to stop or even slow their descent except for the rocky ground below that was rapidly approaching.

The wind whipped at Rainbow Dash's face as it blew her mane and tail back. There were tears trickling down her cheeks that had nothing to do with the rushing wind tugging at her eyes. Five ponies, five friends, and not enough time to save them all. Who gets saved? Who's left to die?

_Fluttershy. _No, never! Memories twisted in her gut of Fluttershy falling to the earth below while she raced to defend her honor, oblivious of her plight…and this time there was no cloud of butterflies to break her fall. She swore she'd never let Fluttershy down again. She was her oldest friend…the thought of somepony as soft and gentle and kind as her lying broken on the ground squeezed at her heart so hard Rainbow found herself fighting for breath.

_Pinkie Pie. _How could she even think of letting Pinkie fall? As strange and weird as the pink earth pony was, Rainbow doubted that even she would just bounce up and be fine after a fall like this. She wasn't full of life…it was like she WAS life. Always laughing, always bouncing, partying, bringing a smile to somepony's face…how could the world continue on without her laughter making it better?

_Applejack_. A pony who offered to take her in without even knowing who she was, just because she could tell Rainbow needed a hoof. Always tough but remarkably gentle in her feelings. Honest and trustworthy…ponies like her were the backbone of Equestria. How could Rainbow Dash leave her behind, especially having met her large family, all of whom loved and cared for AJ?  
_  
Rarity. _It had taken her a while to warm up to the fussy unicorn, but seeing how much she loved her little sister…everything she'd sacrificed to get them this far…Rainbow Dash couldn't imagine a Ponyville without her.

_Twilight Sparkle. _The funny, dorky, initially withdrawn, and insanely powerful Twilight. Shining Armor had tossed the two of them together because he knew they complimented each other and countered each other's strengths and weaknesses. Twilight had just started to finally come out of her shell and start making friends. She had a bright future ahead of her if it didn't end at the ground…

Rainbow Dash grit her teeth. No, No, NO! She couldn't do it! She couldn't choose between them! Each and everypony was precious to her, in their own unique and different way. Picturing the world without any one of them was like trying to make a rainbow with a missing color, it just wouldn't work!

"Wait a minute." Her eyes narrowed at that. "Rainbows, rainbows…c'mon Dash, THINK!" She scrunched her eyes as she tried to probe the flicker that passing thought had provoked. On those occasions when Rainbow Dash needed to clear her thoughts or, conversely, think things through (a much rarer occurance) flying always provided her the best inspiration.

Rainbows…her friends…the Elements of Harmony…what did it all mean?

The voices of her friends floated through her mind.  
_"…it wasn't until I found some gemstones after an explosion of light…"  
"There was this—I don't know—this big explosion and this light and then my magic just went crazy!"  
"But then I saw the most amazing rainbow that made me smile and smile until I never wanted to stop!"  
"Ah got my cutie mark after I followed a rainbow home…"  
"But when they were startled away by this loud noise…"  
_  
An explosion…a rainbow…a loud noise…her friends' cutie marks. Her eyes widened.

It was her Sonic Rainboom! That was the connection! You know if you weren't such a lunkhead you would've figured this out days ago, rued some small portion of her mind but Dash was too excited to take heed of it. They were all connected by her Sonic Rainboom! And there were six of them, just like there were six Elements of Harmony! This was MEANT to be! But why didn't it work back there? Rainbow thought furiously. What was missing?

That's when she thought back to her rainbow analogy. Each one of them part of a rainbow…it didn't matter how bright each individual color was, it was the unity of them all that made them a rainbow! It wasn't enough that Applejack was honest or Fluttershy kind or whatnot, it was that they were all friends—Together! In harmony!

Rainbow Dash felt a fierce grin tug at the corner of her lips…along with the g's she was currently pulling. That was the secret! The six of them, together, were what was going to stop Nightmare Moon. Zecora had been trying to give Dash the hint the entire time. If she had just flown on ahead without them, she might've been able to avoid some of the obstacles they'd encountered and arrive sooner…but she wouldn't have been able to defeat the Nightmare.

She needed her friends for that. She still did. And that's when Rainbow Dash knew that they would win…because she could never let any of them drop. "We're in this together. And I don't leave my friends hanging! Or falling!" Her wings beat twice as hard as she hurled herself toward the ground. Her muscles ached, sweat beaded on her brow only to be swept away by the wind. She grunted as she felt the familiar push of a barrier in her way as she struggled and strained to fly through it.

Her old foe, how many times had she pushed and strained at the barried only to have it snap her back and send her flying like a sack of potatoes? Too many times to count. The barrier sharpened as Rainbow ploughed ahead. Each inch forward was marked with a dramatic increase of the pressure on her, threatening to shove her back. "N-no…not this time!" Dash flapped her wings harder, moving forward inch by inch. "Y-you're not gonna keep me from them…you hear me? You're NOT!"

She felt her tail and wings being tugged as if something behind her was trying to haul her away. But she couldn't, *wouldn't* be. Not when her friends were still in front of her, and so close to the ground too.

Twilight, screaming as she fell, spun, her eyes catching Rainbow's for a moment. Her pleading purple eyes met Dash's determined magenta ones. Then Rainbow Dash redoubled her efforts. "C'mon…c'mon…hnnng!" She pushed and pushed, her wings sore and aching but she didn't stop until….

**KRA-BOOM!  
**  
The final barrier splintered and shattered like a pane of glass as Rainbow Dash did the impossible, for the second time in her life: a Sonic Rainboom.

Accompanying the breaking of the sound barrier was a bright rainbow-colored shockwave. Even the five ponies falling to their doom took a second to marvel at it, their eyes widening in amazement…and recognition.

"It was her…" Applejack mumbled softly. "Oh mah star apples…"

"That's the rainbow!" Pinkie exclaimed.

It was if for one instant, all six ponies became one. They all recognized the importance of the Sonic Rainboom, both for what it meant to them personally and to each other. They became aware of their connection to one another, forged years ago before they had ever even met.

Soon the rainbow filled the length and width of their vision, their eyes awash with color. Colored hues started surrounding each pony, like the colored magic aura cast by a unicorn's horn, only much larger and encompassing their entire bodies. Rainbow Dash was giving off a red pulse of light, even as she trailed the brightest rainbow ever seen behind her. Applejack looked down to see herself surrounded in an orange light. Fluttershy gasped at the yellow surrounding her. Rarity pulsed with a green light while Pinkie Pie's was blue and Twilight's a distinct purple.

Rainbow Dash, moving faster than she ever had before, flew underneath her friends. She proceeded to dart from pony to pony; tossing them on her back or clutching them in her hooves. One by one she did the impossible and grabbed them all: Applejack, Rarity, Fluttershy, Pinkie Pie, and Twilight Sparkle. Nopony was left behind. Rainbow Dash pulled out of her sheer drop and dove upwards.

Standing shock still at the top of the castle, Nightmare Moon's jaw dropped in horror. "NOO!" She bellowed right before the event horizon of the Rainboom struck her full on, tossing her back into the throne room.

As the Sonic Rainboom spread up and out, it passed through the battling armies, dissipating the conjured Shadowbolts into the mist they had been forged from and leaving the gargoyles, Diamond Dogs, and seaponies watching in amazement. The enchantments holding Rainbow's friends and keeping Fluttershy's wings and the horns of Twilight and Rarity in check faded away. Zecora, Ditzy and the others were released from their magic chains and fell to the floor. They got to their hooves just in time to see Rainbow Dash letting her friends off as they stood in a circle.

"Rainbow Dash!" Zecora called. "Use the Elements' power! Use them to light our darkest hour!"

She didn't need to ask twice. The six colors enveloping the six ponies merged together like several small streams becoming a mighty river as it surged upwards and then plummeted down onto the helpless Nightmare Moon.

The dark mare whinnied in fear and reared on her hind legs, trying to bat it away from her, but the rainbow of light surrounded and engulfed her completely.

The colors soon faded from Rainbow Dash and her friends as they felt themselves returning to the here and now, their consciousness having felt like it had gone someplace far beyond where anypony had ever gone before. But now they were back and aware, and fully cognizant of what happened.

"Oh my…" Fluttershy whispered, looking around. "Is…is it over?"

"I…think it is. I did it!" A smile started stretching across Rainbow Dash's face. "I-it happened! I did it!"

"'You' did it?" AJ looked at her questioningly. Rainbow Dash, despite how tired and aching her wings were, couldn't help leap into the air and perform a neat loop de loop.

"Yeah! I did a Sonic Rainboom!" She hugged herself with glee. "I did it!"

"Oh shucks, congrats." Applejack rolled her eyes. "Here we were thinkin' about saving the world and stopping Nightmare Moon an' all, but don't let that get in yer way." Rainbow flushed, but even that gentle chide couldn't keep her spirits down.

Twilight gave Applejack a nudge. "Let her have her moment, she worked hard to do that again…and she DID save all our lives." She smiled, shaking her head. "I just can't believe…that's what made my magic go off? A Sonic Rainboom? If it weren't for that rainboom, for Dash, I would never have gotten my cutie mark!"

"I believe that goes for all of us darling." Rarity nodded, looking around. "Everypony all right?"

Ditzy Doo felt her eyes rolling in opposite directions before she got them back under control. "A-all good!" She giggled, swaying slightly before sitting down. The two pegasi guards, Steelwing and Silver Lining, leaned against one another to keep themselves propped up.

Zecora, normally poised and collected, ran over and threw her hooves around Rainbow Dash. "Gyah! ZECORA!" The cyan pegasus squirmed.

"Ha ha! I knew you could do it, I did! You were all so amazing I think I may just flip my lid!"

"Hey Twiley…" A weak voice called. Twilight snapped her head up and ran over.

"Shining Armor!" She cried out, hugging her big brother so tightly that the big brawny stallion winced.

He ran a hoof through her mane. "Aw sis…you were beyond amazing. I always knew you had it in you."

"S-shining….I'm so sorry." Twilight sobbed softly. "F-for…for…"

He shushed her gently. "It's okay Twi…you did what you have to do. I'm proud of you."

Rainbow Dash smiled, but it was tinged with sadness. Shining Armor was apparently aware of everything that happened while he was under Nightmare Moon's control. She sighed, remembering everything Darkened Armor had told her.

Ditzy gasped. "Rainbow Dash!"

Dash waved a hoof dismissively. "Ditzy, you don't have to apologize for anything. It wasn't your—"

"Not that!" She blurted, pointing at a darkened corner of the room. "Nightmare Moon!"

At that cry, everypony and zebra immediately stopped and turned to look. Rainbow Dash zoomed out ahead of the others, her wings outstretched as if to protect everypony behind her. "Show yourself!" She barked.

A hesitant hoof shook as it emerged from the shadows. The pony attached to it slowly stumbled out. It was a light bluish alicorn about halfway between Nightmare Moon and Celestia and a regular pony in terms of size. But her cutie mark was the same. There was no question.

"Nightmare Moon!" Rainbow Dash barked. The alicorn flinched and shied her head away.

"N-no! No I'm not!" She fell to her knees, shaking like a leaf. "I swear! I'm not her anymore!"

Rainbow Dash would have none of it. "YOU!" She flew over, tackling her against the wall. "You tried to kill everypony I knew! You're the reason Celestia…" her voice broke, choked up with emotion. Her eyes were moist with tears of rage. "I HATE YOU!"

The alicorn whimpered. "Please, no! It wasn't me…it wasn't me…" she sobbed pathetically.

Dash raised a hoof angrily. "Wait…" Fluttershy said softly as she fluttered over. She gently put her hoof on top of Rainbow's. "We beat her…I-I don't think she can hurt anypony anymore."

"But she…Flutters she tried to kill you. She tried to kill us all." Rainbow said, shaking with repressed rage. "She deserves it."

"Is that what Celestia would want?" Fluttershy asked gently. Rainbow Dash looked back between her and the cringing alicorn at her hooves. Her hoof twitched…then dropped. She sighed.

"No. I just…I just wish…" Rainbow Dash looked up and away.

Fluttershy laid her head against Rainbow's…then her eyes widened. "Rainbow Dash…look." She tilted her head towards the window. Dash and the others followed her gaze. A golden light came in through the window…the sun was rising.

Rainbow Dash walked over to stand in the dawn's rays. "Never thought I'd miss this so much." She mumbled, closing her eyes and drinking it in. Dust motes danced in the sun light as a gentle breeze blew in. Opening her wings out, she felt something soothing moving between her feathers. Her eye cracked open a sliver as she saw tiny shimmering particles twinkling in the light, wafting in through the window.

They seemed…oddly familiar. Comforting even. A thought crossed her mind as she slowly backed out of the light. The golden particles swirled and shifted around, pulling together and coalescing into a familiar tall pony-shape, complete with resplendent wings and a large majestic horn.

"P-Princess Celestia?!"


	30. Chapter 30

The shimmering white alicorn strode forth as daylight bloomed behind her. She stretched her wings and tilted her head back. Yes, Celestia was back.

Everypony in the room stood ramrod still until they finally remembered to bow. The silence was broken by Rainbow Dash's enthused cry. "CELESTIA!" She bolted over to her mentor, tears of joy glistening in her eyes.

Smiling beatifically, Celestia rested her neck on Rainbow Dash's, her wing resting on Dash's back. "Rainbow Dash, my loyal student." Her voice radiated kindness and warmth. Rainbow closed her eyes, letting Celestia sooth her, burying her face in Celestia's side. It was a perfect moment.

That ended suddenly when Rainbow Dash snapped her head up in realization. "WHAT THE HAY?!"

"Rainbow Dash?" Came the soft, gentle query.

The anxious pegasus backed away, almost trembling with repressed emotions that ran the gamut from insanely delighted to blood-boiling furious. "You heard me!" She barked at the Princess of the Sun, indifferent to the looks of shock and horror she was receiving from her friends. "What is this?! I thought you were dead! And now you show up after everything's over without an explanation, just a smile and a pat on the head, 'good job, Rainbow Dash.' Nu-uh!" She shook her head. "This isn't gonna fly! I want to know exactly what the hay's going on, right now!"

Celestia bowed her head to her temperamental student. "You are right, I do have much to answer for and I promise, I will explain everything." She raised her head and looked at something behind Dash. "But everything is not over yet." Celestia walked forward, her hoofsteps ringing loud and clear on the stone floor. Rainbow turned just in time to see Celestia stop before the fallen and shaking alicorn who was once the fierce and terrible Nightmare Moon. Everypony held their breath.

Celestia extended her hoof, bringing it slowly towards her face. The shivering smaller alicorn trembled and looked away, as if expecting a blow to fall on her. Instead, Celestia gently stroked her cheek, before resting her hoof on her shoulder. "Princess Luna…" Rainbow Dash gave a small start before staring in shock, as was everypony else present. "It's been a thousand years since I've seen you like this…" She knelt down next to her.

Dash's flapped her wings anxiously. "Celestia, don't! She's—"

"My little sister." Finished the sun princess softly.

"SISTER?!" Everypony repeated in shock.

Pinkie Pie gasped. "That can't be true…it's impossible!" She paused. "No, wait, actually when you think about it, it was kinda obvious…"

"Shh!" Hissed Rarity.

Rainbow Dash was gobsmacked. "S-sister?" Her wings trembled. "Nightmare Moon is your SISTER?"

Celestia shook her head. "No, not Nightmare Moon: Luna. Nightmare Moon was a creature of darkness born out of jealousy and bitterness. It eventually overwhelmed and subsumed Luna from the inside out and turned her into the villain you defeated."

To say Rainbow Dash looked skeptical would do as understatement of the year until the next one came along. "A huh." She said noncommittally. Seeing her disbelief, Celestia shook her head.

"I know this is a lot to take in and accept…but believe me, you have nothing more to fear from Nightmare Moon. She is gone forever." She laid her wing across Luna's back. "And now I have my sister back…thanks to you. Thank you, thank you all."

Applejack inclined her head, removing her hat with one hoof. "Aw, shucks your highness, tweren't nothing. Well, ah mean, glad to be of service?"

Smiling gently, Celestia turned back to her sister. "Luna…you and I were meant to rule together. Can we leave the past behind us and start anew? Will you accept my friendship?"

There was a tense moment as everypony hung to hear Luna's reply, Dash narrowing her eyes suspiciously. Luna sniffled, her eyes trembling as she buried her face in Celestia's neck. "I'm so sorry! I've…I've missed you big sister."

Celestia's eyes were wet as she rested her head atop Luna's. "So have I little sister."

As Pinkie Pie bawled happily, Rainbow Dash rolled her eyes and snorted. "Give me a break." She muttered. A sudden shriek from Rarity drew everpony's attention.

"Oh my, look at this!" She squealed giddily, fighting to stand still as she eagerly showed off a golden necklace that had appeared around her neck, a green gem in the shape of one of the diamonds of her Cutie Mark.

"It's so pretty." Fluttershy admired.

"So is yours darling." Rarity replied, smiling. True enough, Fluttershy was wearing a necklace of her own with a yellow butterfly-shaped gem in the middle. The others were wearing necklaces of their own, each featuring a gem: a green diamond for Rarity, a yellow butterfly for Fluttershy, an orange apple for Applejack, a blue balloon for Pinkie Pie, a purple six-pointed star for Twilight and a red lightning bolt for Rainbow Dash.

Twilight looked them over in amazement. "So…these are the Elements of Harmony? I thought Nightmare Moon destroyed them!"

Celestia shook her head. "No…she merely destroyed their casings. While they manifest themselves in physical form, the Elements themselves are indestructible. The six of you embody the six elements that make Harmony possible: laughter, generosity, honesty, kindness, loyalty and magic."

"That's it!" Twilight blurted out, unable to contain herself. "The six of us were connected by Rainbow Dash's Sonic Rainboom! We were somehow…connected, drawn to one another."

Celestia nodded approvingly. "Well reasoned. It was not enough for you all to become a 'Bearer' if you will, of an Element of Harmony. You needed to establish ties with one another for the Elements to be used to their fullest and best use. It was the power of your friendship, which was and is stronger than the sum of its parts, that managed to purge the darkness from Luna and stop Nightmare Moon."

"So…" everypony looked to see Rainbow Dash looking at them, her tone flat and her face impassive. "What now?"

The answer to 'what now' involved heading back to Ponyville. Rainbow would've asked why Celestia couldn't just magic them all back but she figured that coming back from the dead must've really taken it out of a pony. She looked around. Celestia was shepherding Luna along, not wanting to let her sister out of her sight. While Rainbow Dash agreed with the sentiment, her motivation was entirely different than Celestia's.

The royal pegasi guards Steelwing and Silver Lining flanked the royals, despite the fact that they were now defending the princess who—a short few hours earlier—had turned them into twisted parodies of themselves. They were undoubtedly tired and in dire need of rest and recuperation. Of course being guards, they would have none of it. They marched along, their faces frozen into the impassive guard visage refusing to betray how tired and hurt they undoubtedly were. Even Celestia knew better than to attempt to order them to stand down.

Pinkie Pie was bouncing up and down, singing little nonsense songs in glee as Rarity walked alongside Fluttershy, unable to keep her eyes off her necklace as she gushed about the possibilities of what outfits would best go with it, Fluttershy smiling and nodding in all the right places. Applejack was walking with Twilight and Shining Armor, the two of them snuggled close and glad to be in each others company.

Rainbow Dash had just noticed Ditzy Doo as the gray pegasus flew up to be with her. "Hey Rainbow Dash!" She chirped happily, her face all smiles. "Hasn't today been incredible?"

Nodding vaguely Rainbow mumbled. "Yeah…incredible." Ditzy didn't seem to notice as she happily chatted away.

"I mean there was Nightmare Moon and, well, all that bad stuff but then you guys came in and started glowing and fighting, PIFF, POW, BONK! And then you performed another Sonic Rainboom!" Ditzy giggled, hugging herself with glee. "It was so incredible! And then you stopped Nightmare Moon and Princess Celestia came back and then it turned out that we have *another* princess now and…Rainbow? What's wrong?"

"Nothing's wrong." Rainbow grumbled unconvincingly.

All of a sudden Ditzy Doo went from being the cheery if endearingly scatterbrained clutz everypony knew and loved, to being the responsible mom. "Rainbow Miriam Dash…" She stretched out Rainbow's full name, ensuring she had her undivided attention. "Tell me what's wrong."

Rainbow Dash threw her hooves up in frustration. "Everything! The fact that after she spent the entire night trying to kill us, we're walking into town with Nightmare Moon!" She rolled her eyes. "Oh excuse me, 'Princess Luuuna'" Dash crossed her hooves. "Great excuse, next time I do something wrong, be sure to remind me to blame my evil alter-ego who just happens to vanish when I get caught. And then there's the fact that she's Celestia's long lost sister—something she never bothered to mention to me when all this was going down!" Rainbow Dash was on a roll, snorting like a bull ready to charge. "And then there's the whole, 'I'm dying, oh wait, no I'm not' thing she pulled on me OR the fact that she shows up AFTER everything's over! What a complete load of horseapples!"

Ditzy gasped. "Rainbow Dash—Watch your language!" She looked around. "Princess Celestia might hear you!"

"Good! I hope she does!" Rainbow smacked her hooves together. "She deserves to have somepony tell her just what she put me—put all of us—through! I'm so mad…I'm just so mad that I'm—"

"Happy to have her back?" Ditzy offered, resting a hoof on Dash's withers. "I bet you're happy and angry and sad all mixed up?" Rainbow Dash lowered her head, her aggressive posture suddenly melting away.

She sighed. "How could she do this to me?" Rainbow mumbled. "How could she just…leave when I needed her the most and then appear after it's over like she just went out to do some errands? Why?"

"Maybe because she realized that you were strong enough to handle it." Ditzy hugged her. "Every bird has to push their baby out of the nest to make it fly sometime. I think she knew that this was your time to soar."

Rainbow Dash hugged her in return. "But Ditz, you could've been…hurt." Her pause reflected that she changed her wording midway through. "Shining Armor could've been hurt, or Dinky or Twilight or Applejack or any of the others…somepony could've gotten hurt and it would've been *my* fault for not being able to stop it."

"Shhh…Dash. It's okay. It's okay." Ditzy repeated, rubbing her back. "It's over now. And I'm so, SO proud of you." Rainbow's only response was a subdued sniffle.

After a moment, a gentle cough from below drew their attention. "Um, ladies?" The two pegasi looked down. It was Shining Armor. "Can…I have a minute with Rainbow Dash please?"

Rainbow swallowed nervously, giving a weak nod. "Yeah, sure." Ditzy gave her a brief look that promised they'd talk later if Dash needed it. Then she flew off, giving the two some space.

Dash landed in front of Shining Armor, folding her wings and matching his slow even gait. The others were still walking up ahead and nopony seemed to be paying them any particular mind. "So…" Rainbow started. "What's—"

"I'm sorry." Shining Armor said abruptly, regret plastered on his face. "I am so, so sorry about—"

Rainbow Dash held up a hoof. "Shiny…it's cool. I know you weren't yourself when…"

But this time Shining Armor was the one to cut her off. "It's not that." He looked depressed. "Well, of course I'm sorry about that but…that isn't what I meant." Shining took a deep breath. "Rainbow…I—I should've said this a long time ago. I—"

Rainbow sighed. "It's okay." She said softly, her cheeks still flushing. "I know you don't…we really don't need to talk about this."

"Yes, we do. Dashie…" Shining Armor reached out and put a hoof on her shoulder. "I am *so* sorry. I realized that you had…" He searched for the right words. "…Feelings for me a while ago, but I didn't know they ran so deep. I'm sorry, that was unfair to you. I should've…I don't know. I should've sat you down and told you that…"

"You don't have to say it." Rainbow Dash shivered. "I know." Her voice cracked.

Shining Armor sighed. "Oh Dash…c'mere." He didn't have to ask twice. Rainbow buried herself in his neck as he rubbed her back. "You know I think you're awesome, right?" She nodded weakly. "Well, don't you forget it! It's not just anypony who's Princess Celestia's student, a totally wicked flier who performed a Sonic Rainboom and saved the world! And most importantly…" he lowered his voice. "It's not just anypony I would trust with the most important pony in my life: just you." He looked at her. "Thank you for taking such good care of Twilight."

"She's a big girl. She took care of herself mostly." Rainbow admitted. "She's cool."

Shining smiled. "I'm really happy to hear you say that. That's some high praise from you Dash."

Rainbow gave a weak grin. "She must get it from you."

That made the white unicorn blush. "Aw, c'mon Dash…" She chuckled at seeing the big tough unicorn's face go red.

"Aww, it's okay Shiny Hiney." She teased gently. "I won't tell anypony that I made you blush."

Shining Armor rolled his eyes. "You're impossible." He nudged her.

"That's me!" She beamed proudly.

The older unicorn chuckled. "Yeah it is." His smile straightened out. "You know, there are a lot of ponies who would be really lucky to have a mare like you, um, _interested _in them."

"But not you." She sighed. "I get it. I'm just a foal next to you, huh?"

He exhaled. "Rainbow…I'm sorry. I just don't think of you that way. I know it hurts, but it's…well, a crush. I'm not trying to make light of it, but everypony has gone through what you're going through and they've all made it out okay. You will too."

Rainbow's face contorted in anger. "No it isn't! It's not the same! You're just so…so amazing and cool and…where am I supposed to find another pony as awesome as you?" Her voice took on a forlorn note. "It's not fair…"

"Dash, it's not like we aren't going to always have the chance to hang out and have fun together." He promised, rubbing her mane. "You're one of my best friends ever…what is it that you think is missing that being special someponies would add?"

She opened her mouth but nothing came out for a long moment. "I-I don't know. I just want…I want something more than 'just friends!'"

"Dashie…we are not 'JUST friends'" Shining said firmly. "You are one of my best friends in the whole world! We tell each other everything, we play games, you come to me when you need to blow off steam…that's not nothing Dash." He gave her an encouraging smile. "Do you know why I kept trying to get you and Twilight to meet?"

"Because you wanted us to be friends and you wanted her to be less of an eggheaded shut in and me to think things through more?" Rainbow offered.

Shining nodded. "In part. The truth is, you've been a big part of my life ever since I got into the guard: this fast, mischievous, hotshot filly." He cracked a small smile. "It's been like having another little sister…and that's what you are to me Dash: you're like my other little sister." He rubbed her head in a noogie, mussing up her mane as she squeaked in feeble protest. "That's why I wanted you and Twilight to meet…I wanted the two most special fillies I knew to meet each other. My two little sisters."

Rainbow Dash blushed brilliantly. "Aw Shining…" she hugged him. "You big sap."

"Heh, I guess." He embraced her again. "I'll always be there for you. I promise."

After a long minute of hugging, Rainbow stepped back. "So…who is the lucky mare?" She asked.

Shining Armor rubbed the back of his head, his cheeks flushed. "Um, well…do you remember your old foalsitter?"

Rainbow Dash thought back. "Um, you don't mean that sour old mare with the glasses and wrinkly face? Isn't she like, old enough to be your grandmother?"

The thought made Shining pull a face. "Not her! Your other foalsitter—Cadance."

"Cadance?" Rainbow blinked, remembering the pink unicorn princess who foalsit her when Celestia was unavailable. "Hay, yeah I remember Cadance! She was awesome! How do you know her?"

"Aside from being a royal guard and her being royalty?" Shining chuckled. "Cadance used to foalsit for Twilight too. She loves foals, so she ended up foalsitting for a lot of folks around Canterlot."

Rainbow nodded, remembering the pink face she saw at Shining's home that time she followed him. "So Cadance huh?" She tapped her muzzled pretending to think it over. "Yeah, I guess she's okay. You could've done worse."

"Gee, thanks Dash." Shining deadpanned. "Seriously though, I do appreciate you approving."

Dash shrugged. "No problem…" A stray thought occurred. "Have you told Twilight yet?"

The unicorn suddenly came down with a fit of coughing. When he recovered all he could say was, "Umm…."

Well, that answered that.

A mischievous twinkle entered her eye. "If you'll excuse me for a second, I need to go talk to Twilight." She started to slip away. "Good talk Shiny. See ya!"

"Now hold on a second! Rainbow Dash get back here!" Shining ordered. "Don't you dare—!"

Rainbow Dash laughed as she flew up ahead, Shining Armor issuing dire threats from the ground beneath her. Finally, a sense of normalcy!


	31. Chapter 31

The group's arrival in Ponyville kick started an immediate celebration when the populace saw the return of both the day and their sovereign. They even accepted the presence of the new Princess Luna without question, laughing and celebrating. Rarity and Applejack were soon swamped by their respective families, hugging and nuzzling, grateful to see them home safe. Fluttershy was surrounded by a small crowd of chipmunks, birds, squirrels and bunnies—including one white bunny who stomped his hoof impatiently before Fluttershy swooped him up in a tight hug.

But there was no more heartwarming sight than that of little Dinky Doo wiggling away from Carrot Top and charging for Ditzy. "Momma!" She squealed as she tackle hugged her mom.

"Muffin!" Ditzy replied, throwing her arms wide and wrapping them around her daughter as the two of them were knocked to the ground, the two of them nuzzling each other lovingly.

Rainbow Dash, unable to fully get into the spirit of the celebrations for the two princesses, kept her distance and spent her time regaling the story of her and her friends' adventure to the fillies and colts of Ponyville. Dinky sat in Ditzy's lap as a small herd of foals hung on Rainbow's every word of her (overly) dramatic retelling of the struggle against Nightmare Moon.

All of a sudden a pale filly in the front with a frizzy red mane and blocky glasses gasped. "The Printhethh!" She gasped through a lisp, the other fillies and colts exclaiming and pointing. Rainbow turned her head to see Princess Celestia standing over her, bowing her head to the children. "Hello my little ponies." She smiled gently. "I'm sorry, but I'm afraid I need to borrow Rainbow Dash for a while but I'm sure she'll be back to finish telling you about her amazing story later."

Oohs and wows greeted her as the foals realized that the Princess was talking to them! They all nodded and waved, eager to have the Princess talk to them. It was only by promising to speak with them later that Celestia managed to extract herself and Rainbow Dash away.

Rainbow was content to simply follow Celestia into the Golden Oaks Library, which was as empty as it had been the night Nightmare Moon took over. After closing the door behind them, Celestia gave her student a solemn glance. "I believe you and I have much to discuss."

Snorting disrespectfully and blowing her mane out of her face, Rainbow half-turned away from her teacher and mentor. "No, really, ya think? What could we *possibly* have to talk about? I mean except for, you now, EVERYTHING?!"

Celestia didn't react, accepting Rainbow Dash's anger with a nod. "You're right. I'm sorry."

That made Rainbow whirl around like something that bit her on the tail. "No! Oh no! You don't get to start off by saying you're sorry! I'm still mad at you and I need to yell at you! You need to defend what you did so I can yell at you and get it off my chest—that's how this is supposed to go!" Rainbow's wings spread up and out, a sign of aggressive behavior to make a pegasus seem larger and more intimidating.

Closing her eyes sadly, Celestia sighed. "I see." She sat down. "I understand. I know I put an incredible burden upon you. That you acquitted yourself beyond all expectations and performed better than I could ever have doesn't change that. I am so, so sorry."

Rainbow Dash tried to keep her angry face plastered on but the corners of her mouth twitched and her eyes started tearing up. She closed her eyes trying to remember all the anger and rage she felt but it was no use. Without even realizing it she had ran to Celestia, her alicorn's massive wings gently stroking her back as she cried on her shoulder. "W-why?" Dash hiccupped, her throat convulsing as she fought down sobs while trying to speak.

"Oh Rainbow Dash…" Celestia nuzzled her. Neither said anything for a long time. They just held each other, drawing strength and comfort from each other's presence. The only sound was Rainbow's occasional sniffling and some hushed soothing words from Celestia. Once she had calmed down, Rainbow lifted her head up to look Celestia in the eye. "Feeling better?" The princess asked gently. At Rainbow's nod, she stepped back, letting Rainbow compose herself.

Taking a deep breath, Rainbow Dash started again. "Why didn't you ever tell me about all this?"

"Because I felt that the more you knew, the more Nightmare Moon would consider you a threat. I didn't want to take the chance of her harming you, should she do as she did and scan your mind. But more than that…I was afraid. Yes, afraid." She added seeing the surprise on her student's face. "I feared that if I burdened you with the knowledge of what was ahead that the pressure would grind you down…that you would feel resentful and afraid of what I was preparing you for and shy away from the upcoming challenge."

Rainbow licked her lips gently, trying to hide how hurt she was that Celestia had ever thought she would leave her hanging. It was like a giant vote of no-confidence. So...that's how the Princess-her mentor-thought about her? Something of what she was thinking must've been reflected on her face or how she held herself because Celestia gently laid a wing atop Rainbow's back.

"I see now that I sorely underestimated you and I am so sorry for ever thinking it." She whispered softly.

Rainbow Dash trembled, shivering slightly. "When Nightmare Moon…when she tried to convince me to abandon you…I almost believed her." She whispered, ashamed. "The worst part is that some part of me still thinks that Nightmare Moon was telling the truth, that I was just somepony you were using to stop her." Her voice was full of guilt, but she pressed on. "I mean, it made so much sense. Why else would you try to teach me all those things—to be a 'proper mare' and socialize with the Canterlot elite if you weren't trying to make me some sort of leader…a weapon against Nightmare Moon."

Celestia closed her eyes as if in pain, feeling her student's hurt. "Never." She breathed firmly. "You were never a weapon. I love you."

"I-I know…and I know she was an evil lying tyrant, but I *still* feel that way!" Rainbow Dash sounded miserable and guilty.

"It's okay…somepony once said that a lie that contains a tiny truth is the worst lie of all." Celestia said. "I felt that you could be—WOULD be—the one who could stop Nightmare Moon when she returned and could save my sister. I suspected it ever since your first Sonic Rainboom and I felt the connection you formed with the others that would allow you to use the Elements of Harmony." She made sure Rainbow was listening to her. "But you were NEVER a weapon to be used. Stopping Nightmare Moon is neither the beginning nor the end of our relationship. You are my beloved student and that will not change." She smiled gently as she stroked Rainbow's cheek with her wing. "And if I wanted you to develop yourself as much as possible, it was not because I wanted to better prepare you as a foe for Nightmare Moon. I did not wake up every morning and think, 'what can I have Rainbow Dash do today to ready her for Nightmare Moon's return?' If I pushed you into social situations that you didn't want to be in, then it was because I wanted you to make friends. I knew the ponies you bonded with through your Sonic Rainboom would be drawn to each other one way or another, but that didn't mean that you could ever have too many friends. I'm sorry if I never took the time to explain myself well enough. I suppose that I sometimes forget that not everything I do is as readily apparent to those around me as I think they are."

"And…about Ni—I mean, Princess Luna?" Rainbow Dash corrected herself. "Are you a hundred percent sure that she's…" She gestured vaguely with her hoof.

Celestia nodded. "I understand, but you have nothing to fear from Princess Luna."

"'m not afraid of her." Rainbow grumbled, indignantly.

A small smile tugged at the corner of Celestia's lips. "My apologies. I should've known better. In any event, the Elements of Harmony purged Luna of the darkness that turned her into Nightmare Moon."

"How convenient." Rainbow grumbled under her breath, ruffling her feathers.

"Your…skepticism is understandable." Celestia allowed. "Let me explain: do you recall our argument that night in Canterlot? At Fancy Pants' party?" A guilty flush spoke volumes. "Did you mean everything you said that night, about being sick of me?"

Rainbow Dash shook her head frantically. "Of course not!"

"I know." The alicorn gave an easy smile, letting her know it was okay. "Do you remember that feeling of anger welling up, taking over? Of the irrepressible urge to say and do things your never would have otherwise?" Celestia asked as Rainbow nodded reluctantly. "If you magnify that feeling a hundred fold, then you'll have an idea of what happened to Princess Luna. Her jealousy and bitterness festered in her heart and grew. I tried to dismiss it, thinking it was a bad mood or a phase she would simply get over…instead it sank deeper and deeper within her like a parasite. It kept building and building until at some point quantity changed into quality; like adding drop after drop into a cup until it finally runs over." Celestia paused to make sure Rainbow Dash was following her. "Her anger grew until it was transformed into something else, something semi-separate from her."

"So…you're saying Nightmare Moon wasn't Luna? But the Nightmare came from Luna, didn't she?"

"On one level, you're right, Luna eventually gave into the darkness…but that isn't the same as BEING the darkness." Celestia tried to explain. "Even at her angriest, Luna would never have done what Nightmare Moon did. Nightmare Moon was born from her anger…but it grew into its own until it consumed Luna from the inside out. It was Nightmare Moon who sought to bring eternal night and tried to hurt you and your friends, not Luna. And with Nightmare Moon destroyed by the Elements of Harmony, only Luna is left now."

"So that's it? It's all over and you throw a party for her?" Rainbow Dash shifted uncomfortably. "Even if she wasn't Nightmare Moon exactly, doesn't she deserve to be punished?"

"Rainbow Dash, Luna has been imprisoned for a thousand years. I think that's punishment enough." She gave her a look. "I think you're letting your protectiveness turn into suspiciousness and allowing it to get the better of you." Celestia chided gently.

Her patronizing got its way under Rainbow Dash's skin. "And are you sure you aren't allowing your desire to have your sister back to get the better of you?" Rainbow fired back.

Celestia's nostrils flared slightly as she fought down her frustration. She sighed. "I know it's hard…but please believe me, Luna isn't a threat. I promise. After all, you made allies out of some of the foes you met along your way to Nightmare Moon, did you not?"

Rainbow Dash wanted to deny that what happened with the diamond dogs, seaponies and gargoyles was entirely different but couldn't quite explain how. She trembled briefly with repressed anger, but swallowed it down. "All right." She reluctantly yielded the point.

An awkward silence fell. Seeking a way to break it, Celestia's horn lit up as she summoned a book over from the shelves. "Ah, here it is, 'The Elements of Harmony: A Reference Guide.' Hmm, under the 'E' section? Odd." Celestia mused.

The what now? Rainbow Dash felt her jaw drop. There was a BOOK about the Elements of Harmony the whole time? But Twilight told her…that they looked under the mythology and history sections. Rainbow facehooved. Who the hay would put a book under 'E' just because it starts with the letter E? Since when was there even such a THING as an 'E' section?!

Celestia apparently missed Rainbow Dash's near-aneurism as she idly flipped through it. "I'm certainly glad you and your friends were able to make the most of this. I was worried that I might have been too subtle in planting the book here. Obviously, this isn't something you would usually find in a small town library." She added in an off-hoof manner.

"Uh huh." Dash groaned, not wanting to think about how so much of their trouble could've been easily solved if the library had a better shelving system…instead she shifted the conversation to other grounds, namely the ponies' impromptu allies. "So what's gonna happen with the diamond dogs, the gargoyles and the seaponies?"

Celestia smiled. "Never fear, I won't forgot the aid they rendered to you—even if it wasn't always, hm, unqualified." Her eyes rolled elegantly. "I most impressed with you and your friends. Turning enemies into friends is one of the rarest and most difficult of tasks. And you were able to achieve it in the course of a single night." She dipped her head respectfully. "The Diamond Dogs have always been a species apart, by nature and by habit. Hopefully your friend Rarity's kind gesture will help bring down the doors between ponykind and theirs. The pack that helped you will be given the chance to settle in Equestrian land."

"I think they'd appreciate gems more." Rainbow commented, sitting down. "What about those seaponies? I mean, they threatened to drown Applejack! Are they even ponies? I mean, aren't you their princess too?"

That prompted the sun princess to frown. "Yes and no. They occasionally pay homage and tribute to me—a practice I do not endorse, incidentally—and acknowledge me as the Princess of all ponies, seaponies included. But practically speaking they do what they want. The fact that they live deep in the oceans and in the rivers means that I have very little contact with them." She sighed. "I am appalled by their threat, but at the same time much of their complaints cannot be dismissed out of hoof. Because the seaponies keep so much to themselves it is easy to forget they even exist. Waterways have been diverted or dammed and sometimes even polluted, without thought for what it means to ponies who live their entire lives in the water."

Dash made a face. "They made a big deal out of AJ knocking over one old tree."

Celestia nodded. "I will make arrangements with the royal gardeners to plant trees of their choosing along the river banks…under guard from the creatures of the Everfree Forest of course." Seeing her confusion, the alicorn explained. "While seaponies have…unusual diets." She said judiciously, "Even they like to have the occasional fruit or flower that falls into the water. And as I said, they are very sensitive to the ideas of being hemmed in by damns and cut off from their fellow seaponies. As for the gargoyles…" Celestia sighed.

Rainbow Dash thought back to what the gargoyles told her. "They said the used to guard the night ponies because of something Ni—I mean Princess Luna!—" THAT would take some getting used to. "—did for them."

"Luna had so few admirers of her nights back then." Celestia's gaze unfocused as she stared back into her memories at a time long gone. "Ponies feared the night and the dark, for that's when many predators stirred. The howl of timberwolves and the roars of Ursa Majors made ponies associate the night with a time of danger. When ponies came across a species that lived exclusively during the night, they were terrified of them." Her wings spread out grandly. "And the gargoyles themselves are driven by their innate nature to protection. Indeed, it's their primary purpose: be it territory, their Clan or even others, gargoyles have a need to act as guardians and protectors. When the first ponies encountered them, they were taken aback by their fierce nature and territorial nature. To further complicate matters, gargoyles loved to live in high places to make easier for them to glide and remain safe and hidden from potential foes, especially during the day when they are vulnerable. So when construction of Canterlot began in the mountains things were…"

"Awkward?" Dash supplied wryly.

"Quite." Celestia nodded with a slight chuckle. "It was Luna who treated with them, impressed them with her mastery over the moon and stars. A pact was forged where clans of gargoyles would protect pony settlements against wild creatures or the odd aggressive griffon in return for being protected in turn when they enter their stone slumber. Luna was so proud when the gargoyles acclaimed her as their Princess and 'Lady of the Night.'" Her smile was wistful. "Sadly, some of the more short sided ponies distrusted Luna for befriending such a peculiar and even frightening race. Others shunned the gargoyles, not appreciating how much their protection safeguarded ponykind as they slept through the night."

Rainbow nodded, seeing where this was going. "So when Luna became Nightmare Moon, they sided with her against you?"

"Yes. But they were neither evil nor cruel. It is only natural to come to the aid of the pony who had befriended them, defended them…when Nightmare Moon was defeated the gargoyles feared reprisals. They fled from pony towns and settlements. Most went into hiding beyond Equestria's borders. Those that remained sought refuge in the ruins of the old castle." She turned to face Rainbow Dash. "I feared that they would seek revenge against Equestria for Nightmare Moon's banishment. Worse, I was afraid that ponies would seek revenge and destroy them when they were stone and helpless. Neither was acceptable. So I cast a spell for them to remain in their stone sleep, safely hidden in the depths of the Everfree Forest…until the moon was once again full and pure and the taint of Nightmare Moon no longer darkened it. Did I do the right thing? Even now I wonder."

Rainbow Dash shrugged her wings awkwardly. "Hey, it's over now right? And I'm sure you'll allow the gargoyles back into Equestria since Luna isn't loony any more…uh sorry." She winced as Celestia gave her a look. Changing tracks Dash asked another question. "If my Sonic Rainboom was what connected me and my friends together, then why didn't you help me do another one? I mean, I know you were helping me train and stuff, but…?" She trailed off, fishing for the right words.

Celestia shook her head. "Because there wasn't anything more I could do to help you achieve another Sonic Rainboom." She said simply. "It wasn't a matter of me holding something back…it was a matter of you holding yourself back."

"What? But I worked so hard! I wanted to do it so badly!" Rainbow protested. "How can you say that I was holding myself back?"

"You were holding yourself back because you were trying to achieve it for the wrong reasons. You didn't want to do it for yourself—you wanted to do it to have other ponies be impressed of you, to prove that you were worthy of being my student." Celestia explained. "When you really needed to do it—to save your friends—you were able to push through and you did so spectacularly. I doubt you'll have any further trouble performing it again." She chuckled. "I'm sure the Wonderbolts won't be able to keep their hooves off you know." She winked. "Performing a Sonic Rainboom and saving the world tends to look good on the resume."

"You think so?" A smile suddenly crossed Rainbow Dash's face. "Awesome!"

"Remind me to have a word with the Wonderbolts and we can see if they'll be willing to give you an audition." Celestia smiled. "I daresay you've certainly earned it."

Rainbow's joy suddenly turned into confusion. "Wait, you mean you could do that? Then why didn't you a long time ago?"

"I didn't think it would be fair for me to show undue favoritism to you, no matter how great a flier I know you to be."

"So what changed?" Rainbow pressed tensely, suspicion creeping into her tone.

Celestia's brows lowered in confusion and with just a hint of worry. "You performed a Sonic Rainboom again…a most impressive feat! And after all you've endured with Nightmare Moon, I thought—"

Rainbow cut her off. "You thought what?" She bit off angrily. "That you could just dangle my dreams out of reach like a sugarcube and now that I've done good I get a treat? Like I'm some kind of puppy that learned a trick?"

"Rainbow Dash, I never meant—"

"I help save the world and I get a pat on the head and a 'good girl Rainbow Dash, here's your dream on a platter? By the way, sorry for keeping you in the dark?' No way!" She stomped her hoof. "If admission to the Wonderbolts is your idea of an apology or a prize, then no thanks. I'll get there on my own! Without, you!" She barked, huffing and out of breath.

Celestia was shaking her head, wondering how things had gone so wrong so fast. "It isn't like that, truly. I thought—I thought this was what you wanted…"

"What I wanted?!" Dash yelped. "Since when did what I want include getting sent on a mission that almost gets me and my friends killed because you can't stop being so cryptic?" She snorted. "And now that you got your precious sister back, you don't need me anymore so you might as well finally get around to get me into the Wonderbolts—which you could've done at ANYTIME? Got to get me out of the way, right?"

Pale pink eyes widened with realization as Celestia realized the source of Rainbow's hurt. "Rainbow Dash, Luna is not replacing you…no more than you were a replacement for her."

Rainbow bristled. "Oh yeah? Why should I believe you? It's not like you haven't kept things from me before!"

"…because I care about you. Please, whatever you think of me, please don't doubt that." Celestia said gently.

Dash took a deep breath. "Fine. Answer me this: if you could contact the Wonderbolts anytime, why didn't you? Were you just saving it up for a special occasion? Was it supposed to be my incentive for stopping Nightmare Moon?" She demanded.

Celestia wrestled to find the right words as she spoke. "I was afraid that if I offered you your dreams too early, you would become so wrapped up in them that you would no long have cause to take heed to what I had to teach you." Celestia lowered her head. "I allowed my fears to dictate my actions. I was afraid that if you achieved everything you wanted, you would no longer have a place for me as your teacher. And friend." She added in a hushed whisper.

If anything that only made Rainbow Dash madder. "You thought I would just ditch you the second I got into the Wonderbolts?" She looked appalled. "The ponies I met this week knew I was more loyal than that! Hay, that's why I represent the Element of Loyalty, right? You've known me since I was a filly! How could you ever think that of me?" Hurt and fury raged for control. "You thought I would just…" She sputtered, trying to find the right words. "You JERK!"

Accepting her condemnation, Celestia closed her eyes. "I was not guided by what I knew to be true, but what I feared what might occur. Once more, I underestimated you. I am sorry."

"You're saying that a lot lately." Dash noted with a snarl. "The thing is, the more you say it, the less I believe it. And what about your whole 'death?' Was that just an act—making sure I was properly motivated?"

"NEVER!" Celestia swore her eyes hardening as she swung her head to the smaller pony. "I swear to you, I merged myself with the sun fully prepared to give up my existence. I did not expect I would be able to return…I can only guess that your Sonic Rainboom or the power unleashed by the Elements of Harmony—or both—somehow created a bridge that allowed me to return to Equestria. It was never my intent to deceive you nor absent myself as a cynical trick."

The pegasus snorted. "Kay, fine. I believe you….but why? I mean, Nightmare Moon almost convinced me that if I got rid of her and you were gone for good, then what would happen to the sun and moon? To Equestria?"

Celestia bit her lip. "…With Luna returned I feel Equestria would be fine." She said finally.

Rainbow wasn't having any of it. "Without you? With the pony responsible for your disappearance in charge? Sure, that would've gone over just FINE." She rolled her eyes contemptuously. "Hay, how do you think Luna herself would've felt when she found out that you basically offed yourself?" Celestia flinched. "And while we're on the subject WHY couldn't you stop Nightmare Moon yourself?" Dash demanded. "Something tells me it wasn't just to avoid collateral damage, was it?"

"There were…complications." Celestia sighed, hanging her head. "Luna and I once wielded the Elements of Harmony. But with her…change, that was no longer the case. Something happened when I sought to use them against her. I don't know exactly what. Perhaps that's why the Elements banished Luna instead of freeing her, as they did when you and your friends used them. With me no longer connected to them, I had no idea if they would work at all or simply banish her again or even…" She bit her lip. "I…I couldn't take that chance. I couldn't do it again. She's my SISTER." She looked up, practically begging Rainbow Dash to understand. "I couldn't risk losing her. Not again."

"Her?" A hot flash of something Rainbow Dash would bitterly deny was anything even resembling jealousy, ran through her. "But you could risk ME." Rainbow retorted, "You could risk my friends, you could risk Shining Armor and your guards who swore to protect you, you could Dinky's mother, you could risk ME…but you couldn't risk your evil insane sister?!"

"You don't understand! How could I charge into a battle between my student and my sister and have to choose a side?" Celestia implored Dash to understand. "I would either have to risk destroying my own flesh and blood or…or the filly I love like a daughter." She whispered.

Rainbow took half a step back at her admission. "But-you-" She sputtered, trying and failing to come up with a response.

"I'm sorry Rainbow Dash, I'm NOT perfect." Celestia confessed. "I just knew that I couldn't face my little sister again…not if meant sealing her away for another thousand years or worse. I'm not a goddess…I just wanted my sister back!" Her voice broke into a near sob.

Dash's angry resolve was shaken by Celestia's admission of just what she meant to her. "So you dumped it on me and my friends to fix something you were too afraid to." She said, trying to cling to her anger. "So Nightmare Moon WAS telling the truth after all." She narrowed her eyes. "Instead of fighting her yourself you used me and my friends to do it for you. With all your power, you hid away and used ponies and fashioned them into weapons instead. Nightmare Moon made the Shadowbolts. You made me: shaped me, influenced me until I could be what you wanted me to be—regardless of what I wanted. What's worse…you didn't even have the guts to ask me. Because I would've said yes." Rainbow Dash felt her anger peak and start to fade. "Y-you know I would've said yes…you had to! I would've done anything for you…" She rubbed a hoof roughly across her face. "A-anything…"

"Rainbow Dash…" Celestia moved forward quickly and wrapped her up in a tight hug, her wings wrapped around the small pony as she rested her neck down across Rainbow's own. "You were never a weapon to me. Never." She repeated fiercely. "I am so very sorry for making you think that was the case. I never wanted to deceive you." The smaller pony shook and soon broke into teary sobs herself. Celestia held her tight and gently rocked her. Hot tears spilled down the alicorn's own cheeks as she started to cry as well. They held each other again as they gave voice to their pain and their hurts and their love. One cannot have great hurt without great love. Only those who you truly love are capable of hurting you so deeply, so thoroughly.

Celestia knew this better than anypony living. As soon as the two broke apart, having vented the worst of their anger and sorrow, she looked to her pupil. "Rainbow…I made mistakes—oh so many mistakes!—a thousand years ago that I was terrified of making them again. Instead I made newer and perhaps more terrible ones. I can only beg your forgiveness for keeping this from you. Were I in your place I would find forgiveness difficult if not nigh-impossible. But I have underestimated you before and you have repeatedly shown that you are a better mare than I give you credit for. So I hold out the hope that some day, perhaps you will find it in your heart to forgive me." Her regal voice cracked, having run out of things to say.

Rainbow Dash took a breath and looked up. "Celestia…ever since I was a filly you've been there for me. I love you so much…and that's why all this hurts me so much." She swallowed. "And I can forgive you for a lot of things because I love you. And I know you just wanted what was best for me, even if you hurt me. If it was just me…maybe I would've been okay with this." She looked up at her teacher, her mentor, her friend. "But it wasn't just me. You risked Ditzy Doo's life, Shining Armor's life, the guards, my friends in Ponyville and all of Equestria! That…no, I don't think I can let that slide." Her sigh was weary, one of resignation. "So I guess I can forgive you someday, because I love you. But not today."

For all her size and grandeur, Celestia seemed to shrink and collapse in on herself. She nodded numbly, accepting her words. Rainbow Dash didn't know what else to say or do. In the end she settled for giving the princess a soft nuzzle before turning for the door.

She opened the door and cast one last look back at Celestia, princess of the sun and ruler of Equestria as she stood alone in the middle of the library, looking hopelessly lost and defeated. Rainbow Dash turned and headed out, leaving Celestia alone with her regrets.


	32. Chapter 32

Blissfully unaware of what had transpired in the library, the party continued on. Rainbow Dash returned to finish her story to the foals albeit with much less enthusiasm and energy than she had when she started it. Afterwards she just sort of floated through the party, not staying still long enough for anypony to approach her.

She watched all the smiling, happy faces as they laughed and played. Pinkie Pie was whooping it up with a white unicorn with an electric blue mane (who looked a lot like Shining Armor, Rainbow Dash mused) wearing giant purple glasses as she operated the record player, blasting loud party music all over town. She had been elated when a party was thrown for the two royals.

"So we have TWO princesses now?" Pinkie had said, delight in her eyes. "That means two—TWO—times the fun! The fun has been doubled!"

Shining Armor was holding a cup of punch and trying desperately hard not to laugh as he watched Twilight trying to get into the spirit of things by dancing. And by dancing, Rainbow Dash meant spastically jerking this way and that, shaking her rump with her tongue stuck out of the corner of her mouth that more closely resembled a seizure than anything recognizable as dancing.

Applejack was with her family serving up piping hot apple delicacies like pies and fritters. The extended Apple Family was milling about and playing fiddles and performing hoe-downs alongside techno-beat pony musicians. Rarity, dressed to perfection, floated through the crowd like the social butterfly that she was. Fluttershy was content to keep to herself, away from the thronging crowds and quietly sip at her punch.

Dash wanted to go over and talk to one of them, or all of them…but held back. As badly as she wanted to offload her worries, she didn't want to ruin the great time they were having. It wouldn't be fair. Instead, she sighed and slowly flew off to be by herself. But her departure wasn't entirely unnoticed as she was tracked by a pair of golden, somewhat off-kilter, eyes.

It was late afternoon and the shadows were stretching themselves out when Rainbow Dash was discovered. She had spent the last few hours sitting on a hill overlooking Ponyville, hugging her legs close to her chest.

So focused on nothing, she failed to notice when company arrived behind her. A soft throat clearing alerted her to their presence. "Rainbow Dash?" The soft voice made Dash's ear twitch in acknowledgement.

"Eh?" Rainbow twisted her head around. "What do—YOU?!" Her voice became a shout of anger as she saw who was standing behind her. It was Princess Luna. Once known as Nightmare Moon. The young pegasus snorted, pawing at the ground and readying herself for an attack.

The princess of the night lowered her head, flinching away like a frightened foal. "Rainbow Miriam Dash!" Where the presence of an alicorn princess and the one-time Nightmare Moon failed to intimidate Rainbow Dash, the sound of her full name, with THAT inflection, by THAT voice made her tremble.

"Ditzy Doo!" Rainbow couldn't keep a whine from her voice. "Enough with the middle name already. And what're you doing here? With HER?" She jerked her head at Luna.

Ditzy gave Rainbow a certified look, that seemed all the more magnified for being focused out of only one eye. "I thought that you two should sit down and talk. From the looks of it, I think you need some company."

"But Ditzy…" She lowered her voice. "She was Nightmare Moon! She's the one who took you away from Dinky and turned you into a Shadowbolt! How can you even trust her?"

"I know." The gray pegasus said gently. "But you said it yourself: she WAS Nightmare Moon. She's not that pony anymore." She rested her hoof across Dash's back. "She was so sad and lonely during the party…Dinky went up to her and gave her a hug." Ditzy beamed. "Dinky is a great judge of character. If she likes Princess Luna, then she must be a nice pony!" She smiled a touch goofily, her argument foolproof. "And she apologized for the whole night lasting forever thing and she even gave me a muffin! So I forgave her!"

Rainbow Dash bonked her head with her hoof. "Ooof course you did."

Ditzy nudged her. "Come on, give her a chance. I can tell you need to talk to somepony."

"A huh. And how do you know I need to talk to HER if you don't know what's bothering me?" The younger mare rolled her eyes as Ditzy just grinned at her. "Wait, don't tell me: because you're a mom."

"That's right!" Ditzy grinned. "Now go on…be nice." She nudged her towards Luna. "Do it!"

Rainbow Dash grumbled as she let herself be pushed towards the reticent princess. "So…hi." She grunted, keeping an eye on Ditzy Doo as she backed away, leaving the two of them be.

"W-well met, Rainbow Dash." Luna stammered, half turning her head away in a very Fluttershy-like gesture. "We cannot thank thee enough for saving us from our wicked half…and apologize for all the trouble we caused."

"We?" Rainbow looked at her funnily. "What, do you have a tapeworm or something?"

Luna shifted. "It is tradition to use the royal we when speaking to our subjects." She paused. "Has Celestia never spoken to you thusly?"

"No. She doesn't use any thees, thys or thous either." Of all the things Rainbow Dash expected to happen, having a grammar lesson with the former Nightmare Moon was not one of them…especially since she was the one GIVING the lesson.

Luna shrank in on herself. "Oh. We, um I, suppose that much has changed in the last millennium."

"Guess so." Rainbow said guardedly.

"I—suppose the Royal Canterlot Voice is no longer considered proper?" Luna asked.

Rainbow looked at her. "The what now?"

"THE ROYAL CANTERLOT VOICE!" Luna bellowed. Rainbow Dash felt her hair shift to one side. "IT IS THE TRADITIONAL VOICE USED IN ORDER TO…" She stopped when she saw Dash's lips being pulled back from the sheer force of her voice. "…too much?"

Nodding numbly Rainbow had a strange moment in which she imagined one of the Princesses in the old days shouting for more toilet paper in the royal Canterlot voice. Then she imagined using it in the bedroom when…she forced her brain into shutdown mid-thought, pushing that thought to the back of her mind, digging a hole, burying it, constructing a house to hide the hole and then throwing the loudest party imaginable in the house in order to obscure any possibility of said thought resurfacing.

Shaking her head, Rainbow Dash decided to back the conversation up a bit. "So, you're sorry?" Luna nodded quickly, almost pathetically eager to express her apology. It just made the pegasus' face harden. "Sorry for what exactly? Threatening to plunge Equestria into everlasting night, toying with my emotions, turning my friends into your puppets, attempting to kill my other friends or just sorry in general?"

Luna swallowed, dipping her head. "For everything, though I know words can never mend what I have done. If it is of any consolation, I will be carrying the guilt and scars of my actions far longer than you will. Even so, you have every right to be angry with me."

"No argument here." Dash grumbled. "You and Celestia really are sisters: you even apologize the same way."

The alicorn blinked. "Celestia…apologized to you? What for?"

"What for?!" Dash looked at her like she was crazy. "For tossing all this junk on my back, for not telling me ANYTHING about this earlier…hay, you said it yourself—sorry, NIGHTMARE MOON said it—she used me like a weapon because she didn't have the guts to."

Luna gaped at her. "You are aware that everything she said—I said—was meant to hurt you? What I said was an amalgamation of half-truths, innuendos, suppositions and bald-faced lies about my sister designed to keep you off balance. How could you take any of it seriously?"

"Because Celestia confirmed it herself!" Rainbow's wings flared up. "She told me so! She knew from the moment she met me that I would be the one to stop Nightmare Moon and never said a word! Hay, she even said she didn't want to tell me because she thought I'd freak out or snap under the pressure and abandon her. I would never!" She huffed angrily.

A sad sigh was Luna's response. "Oh Celly…" She shook her head. "Always thinking she knows what's best for everypony."

"I know right?" Rainbow Dash was so desirous of somepony to understand and agree with her that she forgot that a scant few hours before she was prepared to beat the alicorn next to her to a pulp.

"You want to know the worst part?" Luna asked in a hushed voice. Rainbow nodded eagerly. Slowly, the dark alicorn leaned over and whispered in her companion's ear. "The worst part is…she's usually right."

Rainbow's jaw dropped. "B-but, you—I—BWAH?"

A small rueful smile crossed Luna's face. "I see that even after a thousand years Celestia is still Celestia. It's hard to remember that she's lived a long time, has a lot of experience, seen things no other pony has. It gives her a perspective few ponies can match. It has also given her time to mask what she's thinking and feeling most of the time, giving her the appearance that nothing phases her; making everything she does look so effortless, so perfect." Luna sighed. "It may be of considerable comfort to most ponies who look to her for strength and stability, but it can be really irritating when exposed to on a daily basis."

That prompted a chuckle from Rainbow Dash before she could stop herself. "Heh, amen."

Luna smiled. "While Nightmare Moon was just trying to ensnare you and lure you to her side, I think there was some truth when she said you and I had much in common." She waited to ensure she had Rainbow's full attention. "We both deeply love my sister, but we also feel the need to establish ourselves out from under her shadow."

Dash nodded. "Celestia's so graceful and elegant and smart…and I have to work so hard to get better. She makes everything seem so effortless and easy, it's almost as if she's taunting how hard we work to improve ourselves, knowing we can never catch her." She sighed. "But she isn't. It's all in our heads."

"I wish I had realized that." Luna sighed. "It might have saved me a thousand years of loneliness." She sat back, getting comfortable. "It doesn't help that she isn't used to explaining herself to other ponies, giving the impression that she is aloof and distant. She tends to keep her own counsel. The only pony she ever really confided in was…" Luna hesitated for a second. "…me."

Curious and intrigued, Rainbow Dash found herself looking at Luna in a new light. "I do not know everything that transpired between the two of you, but I can offer some of my perspectives on Celestia, should you care to listen."

"Um, okay." Rainbow was still mad at Celestia and part of her *wanted* to stay mad. But another part of her wanted to hear more about her mentor and what made her tick. "It's, uh, a little weird you saying that Celestia is usually right. I mean what with…" She gestured awkwardly.

"You would be referring to my thousand year banishment or do you mean her inability to prevent my…fall, in the first place?" Luna queried.

Dash shrugged. "Little of column A, little of column B…"

"Fair enough." She conceded. "Celestia is two of the most terrible things in the world: a ruler and a big sister." Luna shivered demonstratively and it wasn't entirely forced. "Either one of which can give a pony the notion that they are a goddess, all-knowing and infallible. It is to Celestia's considerable credit that she has not let those two positions go to her head. Otherwise she would be completely unbearable." She rolled her eyes and mumbled something under her breath. Rainbow Dash shook her head…Luna couldn't have just uttered the words "alfalfa monster" right? She must've misheard her. Clearly.

Rainbow Dash cleared her throat. "Okay, so anyway...about Celestia?"

"Hm? Oh yes, right." Luna shook her head, bringing herself back to the here and now. "You have to remember that as much as Celestia cares for you or I, at the end of the day she is responsible for the well being of all of Equestria. She is often called upon to make tough choices, ones that often pain her far more than you would expect." Luna closed her eyes. "My…descent into anger and madness hurt her deeply, just as her actions hurt you. A wise pony once said that there can be no great pain without great love. And Celestia was hurt twice: first by my fall and secondly by her decision to banish me." She looked at Rainbow Dash. "With the presence of Nightmare Moon gone I can say that Celestia made the right decision…however much it hurt me."

Dash was surprised. "How can you say that?"

"Because the fate of Equestria was at stake." Luna replied. "No matter how much it hurt her, she had to put Equestria ahead of her own wants and ahead of our sisterhood. Blood may be thicker than water, but right and wrong is thicker than blood." She shifted, getting comfortable. "Celestia was in an impossible position, one that I think you can relate to: her loyalties threatened to divide her in twain. Her loyalty to me on one hoof…and to Equestria on the other. Being put in that decision, being made to make that sort of choice…it would destroy a lesser pony." Luna shut her eyes. "Which is why Nightmare Moon attempted to put you in just such a place, back at the castle."

Rainbow Dash flinched, giving the princess the old stinkeye. "I noticed." She bit off sharply.

Luna opened her eyes and winced slightly before hurrying on. "I am merely attempting to illustrate the depths of my sister's dilemma. Or rather, dilemmas, past and present. She had to choose between the fate of a single pony, one she cared deeply for, and the fate of all of Equestria."

"You—Nightmare Moon, I mean—did put me in a position to choose between my wants and Equestria and then again between which of my friends to save." She narrowed her eyes. "You'll notice that I didn't choose to sacrifice any of them."

"Then you were fortunate." Luna rumbled. "Sometimes, making sacrifices is unavoidable."

Rainbow Dash set her face. "I will NEVER sacrifice my friends!"

"Even if Equestria hung in the balance?"

The pegasus stomped her hoof. "I'd find a way to save them both!"

Luna sighed, half-weary and half-heartened by the pegasus' fervor. "You are young. You don't understand. Sometimes the needs of the few must be sacrificed to safeguard the needs of the many."

"Don't go bringing my age into this." Rainbow tossed her head. "If you're trying to say that just because I'm young that I don't know what I'm talking about, what does it say about you—the second oldest pony in Equestria—and you made the worst mistake anypony could ever make?" She snorted. "So much for wisdom equaling age."

Luna was a bit taken aback at that, both her fervor and her free tongue. "Watch yourself." The princess warned. "You are not MY student and as grateful as I am to you, I will not tolerate your rudeness as easily as my sister."

Dash flinched, but rallied. "Then don't be rude to me and try to brush off what I'm saying as just the words of a little filly who doesn't know any better." She huffed before taking a breath to cool off a bit. "You think I never heard that whole, 'the needs of the many outweigh the needs of the few' thing before? Yeah, I have." She flexed her wings. "One of the things Celestia taught me was about ethics and morality and stuff. Had me read a lot…most of it was just plain confusing." Luna nodded, showing that she was listening. "But here's my take: the thing about sacrificing the few for the sake of the many is that if you keep it up for too long, the many become the few, then the one…and then none." She looked up firmly at the ancient alicorn sitting next to her. "I'm not saying that sacrifices aren't necessary sometimes and if my friends or Equestria need me, I'll be right there in front ready to sign up for anything. But making sacrifices of ponies without their consent? Without their knowledge? That's where I draw the line."

The princess gave a soft smile. "It's been a long time since somepony sat down to argue ethics with a princess."

"Hey, I'm no philosopher!" Rainbow stuck out her tongue. "Way too lame. It's just, I dunno, common sense? I mean, if you want somepony to do something, shouldn't you tell them? If Celestia had come up to me and said: 'There's this freaky evil mare trapped in the moon and need you to stop her' I would've said yes!"

Luna looked at her sideways. "Would you?"

Rainbow Dash had the presence of mind to look sheepish. "Well, I might suggest that she lay off the hard cider first, but I would've said yes! I would do anything Celestia wanted me to—so long as it didn't involve boring parties or frilly dresses. But if it was important, I'd always be there for her." She amended. "I owe her so much…" Dash sighed, furling her wings back to her sides again. "I trusted her and she…she didn't trust me. She had to go behind my back because she didn't think she could count on me." The raw hurt in her voice was enough to make even the normally reserved Princess Luna want to simply wrap the young mare up in a hug.

"If it is of any consolation, I think you can blame me for my sister keeping things to herself." She said, giving Rainbow Dash an encouraging smile. "Celestia and I were always very close, as you might expect. Perhaps it was that closeness that kept her from seeing what I was becoming." A frown crossed her face. "My anger and bitterness became like an addiction: I enjoyed the sensation of being angry. You don't know how alluring it is to be mad. It is invigorating, to be so sure that you are right and everypony else is wrong. It makes you feel big, like you can let all your inner restrictions and inhibitions go and do whatever you wish. I was literally drunk on my anger." She shook her head. "But Celestia's trust in me was so absolute that she refused to see what I was becoming, right under her very nose, until it was too late."

Rainbow Dash didn't follow and said as much. "So…" she prodded. "What's that got to do with her and me?"

"This is just guess work, but I believe that my—turn—made it hard for Celestia to trust as fully and completely as she once did." Luna explained. "I think that she felt that she could not take a risk in telling you what was in store for you, even if she was totally convinced in your readiness to serve. Celestia might have known that Rainbow Dash would never let her or Equestria down, but PRINCESS Celestia, ruler of Equestria, could not take a chance that you might say no or be resentful of the task laid down for you—not with all of Equestria hanging in the balance. After all," she mused wryly, with a small trace of bitterness. "If her sister could become a creature of nightmares, then how could she take a chance, however slim, that you might be up to task of stopping Nightmare Moon?"

"So, you're saying Celestia didn't trust me enough because she trusted you too much a thousand years ago?" Dash raised her eyebrow skeptically.

"That's a touch simplistic…but yes." Luna confirmed.

Rainbow sighed. "Basically, you're telling me I should forgive her, right?"

But the princess surprised her. "No." The pegasus spun her head around so fast that she almost gave herself whiplash. "I am not saying that I agree or disagree with what my sister did regarding you nor can I determine whether or not your anger with Celestia is justified. I do not know enough to render such a judgment." She added. "It is, in any event, not my place. I merely offered to give you some insight into what might have been behind some of Celestia's actions. The only thing I know for certain is that my sister cares for you very deeply and that my return will not change that. I am not your replacement, nor your rival."

"Okay." Shifting slightly, Rainbow Dash bit her lip. "C-can we talk about something else now?" Her voice cracked slightly.

"Alright." Luna agreed. She paused for a moment in thought. "Does Tia—sorry, Celestia—still enjoy her practical jokes?"

Dash snorted. "Are you kidding? She's like the Queen of Pranks!"

Luna pouted. "I'll have you know that used to be my title—not for a want of trying on my sister's part. What's she done?"

"Well, this one time at the reception for a griffon ambassador…" As the stars came out, the two ponies swapped stories of Celestia and her idiosyncrasies, giggling to themselves as they found out things about Celestia that neither had known before tonight as well as retelling a few of their own favorite stories about her.

"She fell for the whoopee cushion on the throne trick?" Luna laughed. "Again?"

Rainbow hugged her sides. "Yeah! I didn't even know you had whoopee cushions a thousand years ago!"

"We made do." Luna said with a touch of pride. "I think she was just grateful that it WAS a whoopee cushion…that time. She never did know when to turn down a mushroom and bean salad."

"You mean—?" Rainbow tried to bit down on a giggle. "Pfff-bwahaha!" She flopped on her back and kicked her legs. Luna joined her in lying down on the grass, looking up at the night.

When Dash's giggles had finally subsided she turned her head to look at Luna. "Heh, you're alright, you know that?"

Luna turned her head away, suddenly embarrassed. "Thank you. I must confess that I find your forgiveness of me to be very sudden. I am not sure I have done anything to warrant it."

"You haven't." Dash pointed out with her typical bluntness, causing Luna to blink owlishly. "Ditzy and my friends…well, I guess they're a bit more free with forgiveness and friendship than I am. As for me? I think that unless you work for it and prove you deserve it, forgiveness is meaningless. So, no, I haven't completely forgiven you. Yet." She added with a small wry face. "But keep doing what you're doing and you know, NOT be Nightmare Moon for a bit and we'll be cool."

Nodding, Luna agreed. "Your terms sound most agreeable. I accept."

"Cool." Rainbow Dash looked back up at the night sky. There was another silence that fell between them. "Say Princess?"

"Yes Rainbow Dash?"

"I-I don't know if anypony's told you this lately but the sky at night, with the moon and stuff? It's really cool." The cyan pegasus mumbled awkwardly. "I like flying at night."

Luna sniffled, hastily wiping a tear from her eye. "T-thank you Rainbow Dash. That was…most kind of you to say." A smile spread across her face. "Please…call me Luna. And might I add that your flying was truly remarkable." She added. "The best I've ever seen."

"Heh. Thanks." Rainbow smiled.

The two ponies, one ancient and withdrawn, the other young and brash turned back to watch the stars.


	33. Chapter 33

"Rainbow Dash! Hey, Rainbow Dash!" No sooner had the pegasus in question returned to town than she had found herself being tackled to ground by a certain pink ball of energy and sweets. "Where've you been Rainbow? We can't have a party without you!"

Grunting as she fought to get Pinkie off her, Rainbow retorted. "Sheesh Pinkie! I just had—ung—to talk to…somepony." She finally got back to her hooves and shook the dust off her coat. Looking around, she saw Applejack, Rarity, Twilight and Fluttershy were with Pinkie. "What's up?"

"Just wondering what's up with you." Applejack said. "You okay sugarcube?"

Rainbow was confused. "Yeah! Why wouldn't I be?"

Twilight shifted uncomfortably. "Well, it's just that you've been through a lot lately and when you left the party…we were worried about you." She added shyly.

Rainbow Dash smiled. Normally such sappy displays would've prompted her to role her eyes or make a face but…she kinda liked it. "It's cool. Thanks everypony."

"We just want to make sure that you're okay." Fluttershy smiled gently out from behind her mane. "You're our friend."

"Best friends forever." Rarity agreed, her eyes twinkling. "To think, we all got our Cutie Marks after seeing your Sonic Rainboom!"

Giving a small but cocky grin, Rainbow winked. "Yeah, I'm just that awesome."

"Careful, yer head might get so big it'll go floating away." AJ nudged her, chuckling. "So what's next?"

"Um, next? What do you mean?"

"Well," Applejack tilted her hat back. "You came to Ponyville because you were having some sort of trouble with the Princess and bein' compared to her. Now you've gone and helped save the world! Ah reckon that means yer troubles are over, right?" Rainbow's shoulders slumped. "…oh." AJ grimaced.

Fluttershy gasped, holding her hooves to her mouth. "Oh my goodness, what happened?"

Groaning, Rainbow Dash put a hoof on her face. "Celestia and I—I just wanted to talk to her about why she didn't tell me about any of this Nightmare Moon stuff and well…we started fighting. *I* started fighting."

Twilight felt her jaw drop open. "You had a fight with Princess Celestia?!" She exclaimed.

"Hey, it's not like it's illegal to have an argument with her or anything!" Rainbow defended herself hastily. "I wanted to find out what she wouldn't tell me about Nightmare Moon until five minutes before she showed up!"

"What did she tell you?" Applejack asked Rainbow Dash curiously.

Sighing deeply, Rainbow Dash told them everything. That Celestia had known about the Sonic Rainboom, the connection it formed between the six of them, the return of Nightmare Moon, the reasons Celestia hadn't confronted her directly, and the steps Celestia had taken to make sure that Rainbow Dash would be ready and able to handle it and the ensuing fight between the two of them.

Five sets of wide eyes met Rainbow Dash's own as she finished.

"Gracious!" Rarity held a hoof to her cheek. "Such a terrible rift to have come between you two!"

Fluttershy gave Rainbow Dash a comforting nuzzle as Pinkie Pie pounced her from behind and wrapped her up in a great big hug. "Are you okay?"

Applejack gave the pegasus a sympathetic look. "Aw shoot Rainbow, ah can understand why yer so upset. Ah know ah hate it when ponies keep the truth from me." She nudged Rainbow Dash. "Ah expect that's why ah was so cross when you didn't tell us you were the Princess' student."

She shook her head. "C'mon AJ, that was totally different!" Dash protested. "This was—this was huge!"

"Ah know, ah know." The cowpony said, placating her. "Mah point is that while it hurts when ponies don't tell you the truth, ah don't think you should let that get in the way of yer relationship with the princess. Ain't nothing more important than family you know and the princess is a part of yours."

"Aren't families supposed to trust each other?" Rainbow retorted. "She didn't trust me! And I don't know if I can trust her now and…and everything's ruined." She said mournfully.

AJ put a hoof on her shoulder. "Dash…"

The blue pony bit her lip. "Why couldn't she trust me? Is—is it something I did? Is it something I said? Was I just not…good enough?" She blinked rapidly, her eyes moist. "Is there something wrong with me?" Regardless of her reasons, Celestia's decision not to trust Rainbow Dash with the information of Nightmare Moon's return was interpreted as a lack of trust and a lack of faith. The idea that the pony who literally took Rainbow under her wing didn't have faith in her, hurt. It chipped away at her own feeling of self-worth and left the pegasus feeling very vulnerable. On the eve of her greatest triumph, she felt miserable because the one pony whose opinion she had valued the most had not seen fit to trust her.

"Aww…Dashie." Pinkie bit her lip as Fluttershy made to rest her head on Rainbow's shoulder.

"Sugarcube." Applejack had a pained look on her face. "Don't you ever be thinking that."

Twilight hesitated before hazarding an answer. "Rainbow Dash I—I don't know why the Princess did everything she did. But…maybe she wanted you to seek us out and become friends with us on your own? I mean, if the Princess had come up to me and said that I had to meet some friends as some kind of order, I probably would've maybe resented it a little." She admitted sheepishly. "And whoever I was meeting, I guess. I mean, you can't become friends just because somepony told you to. It was meeting each other and going through everything we experienced together that made us all friends." She smiled at her gently. "It was all of us—being friends—that stopped Nightmare Moon in the end. You did that yourself, bringing us all together. Nopony and nothing forced us to be friends with you, not a royal order or a magical artifact: just you."

"R-really?" Rainbow squeaked.

Twilight nodded. "Princess Celestia might've guided us and helped make sure we were in the right place at the right time, but everything after that…that was just US. We made the choices, we became friends and we stopped Nightmare Moon. Nopony else did that, not even Princess Celestia."

Rainbow Dash smiled, feeling buoyed. Pinkie Pie rubbed her chin with her hoof. "Hmmmm."

"What're you thinking Pinkie dear?" Rarity asked.

"I was just thinking about the platypus. I mean those things are so weird! It's like somepony just randomly tossed a bunch of random parts from different animals together to create an all new seriously WEIRD creature. I was wondering if the presence of platypus—or is it platypi?—can be used to predict the downfall of order and the rise of chaos." Pinkie asked, her lip jutting out as she pondered.

Rainbow Dash just looked at the pink earth pony. "I DARE you to make less sense."

Grinning patronizingly, Pinkie gently mussed Rainbow's mane. "Silly Dashie! Of course I make sense! I make sense all the time and sometimes I even think deep, deep, deeeeep deep deep thoughts! Thoughts so deep I need a shovel to get to the bottom of them! Like whether or not free will is an illusion, why Jimmy cracks corn if nopony cares, is Michael Bay worse than Joe Horshoemaker and where on Earth IS Carmen Sandiego? And I've thought a lot about you and the Princess Dashie, so let your Aunt Pinkie explain!"

"But you're not—" It was too late, Pinkie was on a roll.

"The thing is Dashie that just because somepony you love doesn't tell you something doesn't mean that they don't trust you! It's like how a mommy pony doesn't tell her daughter where filly's REALLY come from because she isn't ready to know and then the filly spends the entire night waiting in the cabbage patch looking for Mr. Stork!"

"Um—Pinkie?"

"Oooh! Or how parents don't want their foals to know when one of them isn't feeling well because they don't want you to feel sad and worried but then you find out and then you throw them a big party with lots and lots of ice cream and cake-and then they tell you that daddy wasn't feeling well because of all the cake he ate at the LAST party you threw the day before..."

"Pinkie Pie…"

"…and how sometimes feeding zed-neutrino rays through a tesla coil into the event horizon of a temporal quantum singularity can be used to rewrite the fabric of space and time so it can interact with a tesseract field in order to power the flux capacitor to make blueberry jam…"

"PINKIE PIE!" Rainbow shouted, finally getting her attention and—more importantly—her silence. She panted. "Can we not…talk about this…for a bit?"

"Okay!" Pinkie smiled and gave a little nod. "So whooo wants to have some fun? Tag your it!" She beeped Rainbow's snout playfully. "Try and catch me slowpoke!"

Rainbow Dash bared a fierce, competitive grin more akin to that of a shark. "Oh you did NOT just say that!" She zoomed off after the giggling pink blur, soon accompanied by the rest of her friends as they ran off, laughing like they were always meant to be together.

Watching the six ponies as they ran and played in the crispness of the night, illuminated only by moonlight and the twinkling of fireflies, stood Princess Celestia. A sad, proud smile graced her muzzle as she watched her student and her friends. Much as Rainbow Dash had sought advice and comfort from her friends, so too had Princess Celestia. At her feet rested a reminder of the aid and wisdom Celestia had received from one of her ponies.

It was a muffin.


	34. Chapter 34

"C'mon, is that all you guys have?" Dash teased as she walked around her friends who laid splayed out on the grass after their exhaustive game of tag. She had tagged Pinkie no problem and after a few rounds had gotten to bragging that nopony would be able to tag her, even if she didn't fly. And in spite of all five her friends trying their hardest to run Rainbow Dash to ground, none succeeded. Her confidence feeling restored and her adrenaline pumping after a good hour of chasing and running, Rainbow felt more like her old self. "Anypony up for one last round?" A chorus of painful groans filled her ears which only made her smile. Had she been paying more attention she might've noticed the sly look on Applejack's face as if to say that she might not have been trying her absolute hardest when she was chasing Rainbow Dash, but the brash pegasus was too happy to notice. "Come on!" She whined playfully. "I need a real challenge here!"

KNOCK KNOCK! Somepony's hoof gently rapped the top of her head. "Hiya Rainbow Dash!" Tilting her head upwards, Dash came face to (the upside down) face of Ditzy Doo and her off kilter eyes. "Um, meep meep?" She poked Rainbow's nose and flew away as fast as she could.

"HEY!" Dash flapped her wings. "See you later guys, I gotta show Ditzy a thing or two!" She zoomed off after the gray mare, a rainbow streaking behind her. "Come back here bubble butt!"

Ditzy was considered a pretty average flier and she had a tendency to fall into a sort of sidestep as she flew. Of course, given her eye condition, it was impressive that she could fly as well as she did. She managed to lead Rainbow Dash on a merry little chase through Ponyville as she bobbed this way and that, flying almost like a dozy bumblebee.

Of course, if Rainbow Dash really wanted to catch Ditzy, she would've and that, as they say, would've been that. But she was interested in knowing just what kind if somewhat scatterbrained mare was up to.

The answer was not long in coming. Rainbow followed Ditzy as she made a sudden turn between two houses and into a long alley. After turning the bend Rainbow Dash stopped short, coming a hair's breath away from crashing into Princess Celestia.

"W-whoa!" Dash panted, looking around for the errant mailmare, but there was no sign of her. "Geeze, what are you doing here? Do you always hang out in dark alleys?"

A slight chuckle escaped from the princess lips. "I suppose there is a first time for everything."

"Uh yeah. Sure." Rainbow rubbed the back of her neck sheepishly. "You wouldn't have happened to see a gray Pegasus fly past would you? We were…she was leading me right to you, wasn't she." Dash deadpanned. Celestia nodded. "And she probably spoke with you earlier when I was talking with Luna, wasn't she?" Another nod. "Great." She facehooved.

In spite of it all, Celestia smiled. "Your reasoning and deductive skills are much better than they were before our classes. I'm proud of you."

"Yeah…it was kinda the fact that you have muffin crumbs on your face that gave it away." The younger mare admitted.

"…I see." Celestia slowly dragged a hoof across her face, idly scrubbing muffin crumbs from around her mouth. "Better?" Dash nodded. An awkward silence fell as the two ponies sought to find a way to fill it. "Might I ask…" The princess started hesitantly. "What exactly IS it with Ms. Ditzy Doo and muffins?"

"What's with you and cake?" Rainbow countered.

Celestia nodded. "Ah. Touche."

Already sick of the pleasantries, Rainbow Dash decided to just get things over with. "What did you and Ditzy talk about, as if I couldn't guess?"

"Muffins."

Rainbow Dash blinked. "No, seriously. What did you guys say?"

"I suppose I should be more specific: I should say that Ditzy Doo talked about HER muffin, Dinky."

Rainbow's mouth formed a small 'o' of realization.

Closing her eyes gently, Celestia described the scene to her student:

_It was not long after Rainbow Dash's departure. The distraught princess did not have the wherewithal to go back out among her celebrating subjects and affix her traditional serene visage that they had come to expect from her. She just wanted to be alone._

_Fate, it seemed, had other plans. The door to the library swung open, accompanied by the sound of hooves gently clip-clopping on the wooden floor. Celestia turned to see a gray coated pegasus with a blond mane and the most…unique eyes. Seeing the Princess she let out a little gasp. "Oh my gosh! Your officiousness! I mean, your hineyness! I mean—"_

_Celestia raised her hoof, waiting for her company to fall silent. "It's alright. Miss…Doo, isn't it? Ditzy Doo?" Gulping, the pegasus nodded quickly. "Please, be at ease. Can I help you?"_

"_A-actually." Ditzy tried to bring her left eye under control as it started wobbling and veering off. "I-I was about to ask you that."_

_The only indication Celestia gave for her surprise was a slight raising of one eyebrow. "Oh?"_

"_I saw Rainbow Dash flying away and she looked upset so I knew something was the matter…she was holding herself all wrong, all tense and angry and sad." Ditzy bit her lower lip gently. "So I came by to see what was going on…You look sad too."_

"_Do I?" Celestia said evenly, her regal face was on, giving the impression that she was cool and collected. "I thank you for your concern my little pony, but I assure you that I am fine."_

"_But you have puffy eyes." Ditzy pointed with her hoof. "And while libraries can be dusty and make your eyes all water-y, I don't think that's why your eyes are like that."_

_Celestia smiled sadly. Ditzy's vision might be impaired but she could still see the truth when it was right in front of her. "It is nothing you need to concern yourself with."_

_Ditzy gave her a look. It wasn't the sort of look Celestia was used to being on the receiving end of: it was the look she would give Rainbow Dash when it was obvious that whatever story she had come up with wasn't fooling anypony. It was the look a knowing mother, who would neither be deflected nor deterred._

_Seeing no point in delaying the inevitable, the princess nodded. "Very well." She yielded, sitting back down on the library floor. Then she gestured for Ditzy to do the same. "Please sit."_

"_Um, I might have a little trouble with that." Ditzy said sheepishly as she turned to give Celestia a look at her profile. Snuggled tightly on her back lay a little lavender-gray unicorn filly with blond mane like her momma's. She let out a sleepy murmur as she buried her snout in her mother's mane, sighing contently._

_Celestia smiled beatifically. "Your daughter?" Ditzy nodded, full of pride._

"_Dinky. My little muffin." She gently brushed her daughter with one of her wings as the watching alicorn fought to repress a smile at *the* most endearing term she had ever heard a parent call their foal._

"_She is beautiful. Please, allow me." A faint aura surrounded the sleeping filly as she was magically lifted off her mother's back and gently deposited on a large pillow Celestia conjured seemingly from nowhere. Dinky, still asleep, snuggled in and curled up in a little ball. "You and your husband must be very proud."_

_Ditzy paused. "I am. Very proud, I mean. But…" She trailed off._

"_Oh. I see." Celestia caught on. "My apologies. I didn't mean to make you uncomfortable."_

"_It's okay!" She flashed the princess a smile, brightening up. "As long as I have Dinky and her half-sister Sparkler, I've got everything I need!" She nodded. "In fact, I asked Rainbow Dash to be Dinky's godmother earlier."_

"_Did you? What a wonderful thing to do." Celestia smiled as she looked at the sleeping Dinky. "I'm sure Rainbow Dash will be a wonderful godmother."_

"_A huh! She had the best role model ever, right?" Ditzy blinked when Celestia didn't respond. "Um, I meant you, your highness." _

_Celestia nodded vaguely. "I understood, I just…am not so sure of that anymore."_

"_Why not? You've been Rainbow Dash's mentor/teacher thingy ever since she was a filly, right? That's like being a second mom to her and she's a good pony, so you must've been a good role model." She smiled, pleased at her own logic. Contrary to popular belief, she WAS a clever pony!_

_Celestia shook her head. "I am no mother."_

"_But…but Rainbow Dash acts like you're her mom, I think." Ditzy fidgeted. The princess looked at her thoughtfully._

"_You've known Rainbow Dash a long time, have you not?"_

"_Ya huh." She nodded. "I was a counselor in training at the summer flight camp where she performed the Sonic Rainboom. She was a really good friend, defending me against bullies and stuff."_

"_Forgive me, but aren't you older than her?_

"_Yes, only by a few years but…uh, I wasn't very good at sticking up for myself." Ditzy admitted sheepishly. "A lot of the campers and the other counselors thought I was…well, they didn't like me much. But Rainbow Dash always stood up for me, telling the fillies and colts—and even the counselors!—to leave me alone." She flexed her wings for a moment, then folding them back up against her sides. "She was always pretty brave and a bit headstrong; got herself into a lot of trouble. You know how it is."_

_Celestia chuckled. "I do indeed."_

_Ditzy smiled. "We had arguments, big ones sometimes when she didn't want to listen to me. Really, it was good practice for when I had Dinky. Even when my muffin gets upset with me, I know she still loves me. And at the end of the day, we always made up. Just like I know you and Rainbow Dash will."_

"_Our situations are not exactly the same." Celestia pointed out gently. "I am not her mother."_

"_Oh." Ditzy frowned. "So, I guess you don't worry when Rainbow Dash isn't feeling well, take care of her when she's sick?"_

_Shaking her head, Celestia sought to explain. "That isn't—"_

"_You never held her when she was scared or felt panic rising up inside you when she went missing or got hurt?" Ditzy pressed. "Whenever she was sad you never felt like you would move the sun just to make her day a little brighter? You never felt your tummy feel like ice when she was doing something dangerous or felt a pit in your stomach when she was mad at you?" Celestia said nothing. "You take care of her when she's sick or hurt, comfort her when she needs it, take pride in her accomplishments, feel sad when she's sad, happy when she's happy."_

_Ditzy made her way over to her sleeping daughter and gently stroked her mane as she snored softly. "You say you aren't a mom…but you try to be a good role model for all ponies. You set rules, try to teach them right from wrong, how to think for themselves, discipline them when they do something wrong. If you ask me, you are a mom…just on a bigger scale. And if you're like a mom for all of Equestria, then you DEFINITELY are a mom to Rainbow Dash in particular."_

_Celestia paused, taking it in. WAS she more than a friend and mentor to the young pegasus? She wondered. She pictured Rainbow Dash in her mind, trying to capture what she felt when she was around her. In her mind's eye she saw Dash's sky blue coat and wings as she soared through the skies and felt only pride. She saw Dash's namesake rainbow mane and tail, brilliant and dazzling as the pegasus cut a streak through the air leaving brightness and color even on the grayest and darkest of days and Celestia felt only joy. She felt the easy confidence, the daring and the brashness that Rainbow Dash radiated. Even when that confidence was misplaced or even used as a shield, Celestia felt only sincerity. She heard Rainbow's sandy, raspy voice punctuated by the occasional cute little squeak and felt comfort. Her eyes, which could be described as anything from pink to pinkish red, cerise or magenta, narrowing with determination or growing wide with child-like wonder and excitement as she flew or even talking about flying, something that never faded. Celestia felt only love._

_Perhaps she truly did think of Rainbow Dash as her daughter. After a long wait, Celestia dipped her head. "You have a wise head atop your shoulders."_

"_It's the muffins." Ditzy said solemnly. "They make excellent brain food!"_

"…_Yes." Celestia coughed. "I'm sure." She joined Ditzy, gently stroking Dinky's mane. "Even so, I am not simply a parental figure. I am also a Princess of Equestria. As such I had to make…choices. Choices Rainbow Dash resents me for. And I cannot say she is unjustified in feeling that way." She looked at the gray pegasus imploringly. "Have you ever hidden the truth from your daughter, for whatever reason, only to have her resent you for it when the truth comes out?"_

_A shuffling of hooves was Ditzy's initial response. "Sometimes, I don't tell Dinky when something happens at work and my pay gets cut to take care of…damages." She winced. "I don't want her to worry about money, but I forget how smart she is sometimes." Her shoulders slumped. "She usually figures it out when I don't bring home as many groceries or work extra hours at my other job. Then she gets upset that I didn't tell her; she says that I treated her like a baby and didn't trust her to be okay with it." She looked up at Celestia. "I guess as a mom I want to protect Dinky as much as I can—but I forget that just because she's young, that doesn't mean she can't understand important things. And she ends up feeling like I don't respect her or trust her when I hide things like that from her. And that hurts her feelings." Her face was mournful. "I try not to make her worry, but I end up making her worry MORE."_

"_I understand." Celestia nodded, closing her eyes. "But with the choices I made with Rainbow Dash, I made her call into question my faith in her maturity, her courage, and her loyalty; hurting her deeply." She let out a low sigh. "Perhaps it is better that I not be a mother. How can I balance the love and needs for a single pony against the needs of all of Equestria? How could I let Rainbow Dash make all her own decisions, her own choices in what she does when they have such repercussions for all of Equestria? If I had given her more choices before all this had happened, would she have made the choice freely? Or was it necessary that I maneuver her into position? Did I save Equestria or did I take away one of my subjects' freedom?"_

_Ditzy rubbed one of her hooves against her leg awkwardly. This was a bit out of her depth. "Um…I really don't know any of that your majesty. But what I do know is that even when I make a mistake and my muffin gets mad at me…it doesn't mean I'm not her mom anymore and she isn't my daughter. It means I have to try harder to make things right. It isn't easy…but if you never do anything that's hard, the hard stuff never get's easier." She paused. "If Rainbow Dash is gonna be Dinky's godmom, then I bet she'll understand, maybe even sooner than you think! Um, I'm gonna go take Dinky home and put her to bed. I hope this was helpful and—oh yeah!" Ditzy dug around in her saddle bag for something. "Here you go!" She offered the Princess a muffin. "You can't be sad while eating a muffin! It's a rule!"_

_Celestia took it, smiling politely. "I'll be sure to add that to the canon of Equestrian law._

_With that, Ditzy Doo bowed politely and gently scooped Dinky up and flew out the door, resolving to put Dinky to bed and then find a certain rainbow pony and a princess of the night as an idea struck her. Then she was gone leaving the Princess alone with her thoughts and her muffin._

As Celestia finished telling her story, she risked a glance to see Rainbow Dash's reaction. The princess opened her mouth, scarcely knowing where to start. It turns out though, that no words were needed. Rainbow threw her hooves around Celestia and pressed her face into her neck. Taken aback, it was all Celestia could do to return her embrace as the two held each other. In the darkest recesses of the night, love and hope burned bright.


	35. Chapter 35

"Are you sure you want to do this?" Only a twitch of her ears let Princess Celestia know that Rainbow Dash had heard her.

The two had spent most of the night enjoying each others' company, telling stories, laughing, crying and working to repair the breach than had come between them. Dawn had came and went before the two of them had finished. It was afterwards that Rainbow Dash had built up the courage to tell Celestia of her future plans.

She nodded, after letting shaking off some stray thoughts. "Yeah, I'm sure." The young pegasus said at last. "I mean, this isn't going to be forever! It's not like I can't come back and visit, maybe sleep over sometimes—if that's okay with you, I mean."

"Of course it is." Celestia walked over and gently nuzzled Rainbow's cheek. "You will always have a place, and a home, in Canterlot with me. You needn't ever ask."

"Heh, thank you." Rainbow smiled back. "Ponyville's just a short flight away…besides, I figure you and Luna need some time alone to reconnect as sisters and stuff. Probably be easier if I wasn't there."

"I think you underestimate yourself, but it is your decision to make." Celestia looked up at the city of Canterlot, clinging to the mountain side. "On the other hoof, I imagine that between you and Luna, the two of you would drive my long suffering staff and guards to mutiny." They shared a chuckle.

Rainbow laughed. "Don't worry. I'll be sure to stop by and teach Luna some modern-day pranks." She gave a wink that had any of Celestia's servants, staff or guards been there to see it, they would've fainted dead away.

For her part, Celestia affected a look of mock-horror and made as if she were trembling in her horseshoes. The sight was so comical it sent Rainbow Dash into peals of laughter, which made the Princess smile and chuckle herself.

Turning serious for a moment, Rainbow walked up and gently rested her head against Celestia's side, not pulling away when the alicorn's wing draped itself over her back and drawing her in closer. "Please don't feel sad. I just want to build up my reputation on my own for a bit. Go my own way. Work on my routine out here in the wide open air without worrying about clipping a wing on a tower or banner. Make sure that when the Wonderbolts start looking my way they do it because I'm, you know, Rainbow Dash not because…"

"…not because of your connections to me." Celestia supplied. "I understand."

Dash gave her an encouraging grin. "It's a pegasus thing." She shrugged "Wanting to leave the nest and fly solo for a while..."

"…but they always come back." Celestia smiled, feeling buoyed by the thought. "It's fine Rainbow Dash, truly. I am so glad that you were able to make such wonderful friends here in Ponyville. Have you given any thought to where you will stay though?"

"Let's see…between Applejack's farm, Fluttershy's cottage, and Ditzy's house, I think I have choices to spare. At least until I can put together a sweet cloud house of my own."

Celestia nodded. "I can arrange for your things to be brought to you, once you're settled in. Is there anything else I can do for you?"

Biting her lip, Rainbow nodded. "Yeah…remember Fancy Pants' offer? About watching the Wonderbolts from his box? I was thinking that maybe my friends and I could stop in now and again to watch….and maybe even invite Tiffany and her crew: Serena, Starburst, Royal Blue, that lot." She looked like she had swallowed something decidedly unpleasant that was trying to crawl back up and out of her mouth.

"That sounds like a wonderful gesture." The princess nodded in approval. "I am very proud of you."

"Well, don't go expecting me and Tiffany to become best friends or anything. I just figured that I guess I should try to make up for…you know. If she still thinks I'm 'not worthy' or whatever, it's no feathers off my wings."

"At the very least, I'm sure Fancy Pants will be grateful for your company." Celestia said diplomatically.

Rainbow Dash nodded vaguely. "It just stinks that Twilight will be back in Canterlot while the rest of us are out here." She mumbled. "I don't want to leave her alone either but…"

"You don't want to leave the rest of your friends either." Celestia nodded understandingly. "I think I may be able to be of some assistance."

Looking up hopefully, Rainbow smiled eagerly. "Really?"

"Oh yes. You see, while I may approve of you living in Ponyville that does NOT mean that your studies will be allowed to slacken. Since I will be remaining in Canterlot it will be cumbersome for me to try and remain your teacher on a day to day level. However…" she smiled toothily, making Rainbow Dash gulp nervously. "I may be able to delegate some of my duties to somepony else: a bright, talented, studious unicorn for instance, who I am sure will be acing her final examinations at the School for Gifted Unicorns in a matter of days." Celestia tilted her eyebrow upwards. "I think Twilight Sparkle would make for an excellent teacher's aide and tutor for you while you're in Ponyville. Don't you agree?"

"All right!" Rainbow somersaulted in mid-air, delighted at the chance to keep the gang together…even if part of her groaned at prospect of having the brainy unicorn put in charge of her studies.

Celestia smiled. "I am glad you feel that way. In addition to your normal studies, I would ask that you keep me posted about any findings you make as you and your friends explore the magic of friendship."

Rainbow Dash nodded. Then paused. "Um, are you sure Twilight will say yes? I really don't want you to force her to go if she doesn't want to and I'm sure she'll miss her folks…and Shining Armor." More softly, she added. "I know I will."

"It's all right. I will not make Twilight Sparkle choose something that she has not decided for herself. I am merely opening a door for her. The decision to go through will be hers and hers alone. That said, I am rather confident that she will say yes. Having finally made friends after going so long without any, I am sure that Twilight will not want to lose her friends anymore than you did." Celestia paused. "In fact, if memory serves the Ponyville Golden Oaks Library is currently un-staffed. Something, which I suspect might be the cause of its rather…confusing shelving system. I am sure I can arrange something with the Mayor to give Twilight a home and position in the library. Which reminds me…" The princess gave Rainbow Dash a gentle look. "If you wish to live in Ponyville, you must be a contributing citizen. I cannot simply drop you off with a bag of bits."

Rainbow Dash groaned. "Get a job? On top of my training and my studies?"

She nodded. "Those are my terms."

"Fiiiine…." Rainbow Dash sighed. Then her eyes lit up. "Can you do me one last favor? It's actually not even so much for me…"

Celestia listened as her student explained. She smiled widely. "Done."

A sudden knock at the door caught Ditzy Doo in the middle of serving Dinky breakfast (three guesses what it was).  
When she saw who it was, her eyes lit up. "Rainbow Dash, hi! Come on in!"

"Hey Ditzy. Hey squirt." She smiled breezily as she stepped in.

"Hmm hmmbuh mss!" Dinky said around a mouthful of breakfast, waving happily before reaching for a glass of milk.

Ditzy smiled. "Care to join us?" Rainbow nodded and sat down. "What brings you by?" She asked as she shut the door.

Rainbow Dash just smiled enigmatically. "Turns out I'm gonna be staying in town for a bit longer than expected. Celestia's cool with me living in Ponyville."

"Yaay!" Dinky cheered. Her mother had told her that Rainbow Dash would be her godmom and the little filly was delighted. "You're staying, you're staying!"

Ditzy smiled. "That's great news Rainbow!"

"Yeah, and I got some more great news!" The blue pegasus beamed. "Ditzy? You're fired."

"Hoora—wait, what?!" The poor mare was thunderstruck, both by the news and the cheerful way in which her friend delivered it.

Rainbow winked. "Yep!" Her smile was downright cherubic. Ditzy's face fell. "I'm going to be new weathermare for Ponyville. Heh, I hear Cloud Kicker's on the weather team, that right? Haven't seen her since flight camp." She shrugged. "Oh well. I guess the only thing left for you to do will be your mailmare stuff…oh and your new position in the weather office."

The poor gray mare looked even more confused than she normally did, blinking in puzzlement. "M-my new position? In the weather office?" That…that was actually a step up from her old job. She was getting a promotion?

"Oh yeah." Dash shrugged nonchalantly. "They need somepony to be in charge of the paperwork: requisition forms, weather reports. Pretty boring if you ask me, but I guess that's why it pays better than simply pushing a cloud around all day."

"It…it does." Ditzy nodded numbly.

"Yeah, like what? Two, maybe three times as much?" Rainbow tapped a hoof against her chin. "Sounds about right to me. As long as the paperwork gets done you can practically make your own hours." Ditzy's jaw dropped. "Normally you'd still be out in the field, but I think we can swing it that I can cover most of your field work—more training and pay for me—without it cutting into your own paycheck. That is, if you think you'd be interes—OOF!" She found herself knocked the ground by the impassioned glomp of Ditzy who was on the verge of tears, thanking her profusely.

"Thank you thank you thank you!" Ditzy wrapped Rainbow Dash up in a mammoth hug that threatened to smother the younger pegasus. Dinky meanwhile had leaped from her seat at the table and landed on her mother's back, adding to the pile with a giggle. Rainbow Dash smiled, but groaned under the weight. If this sort of thing kept up, it'd totally ruin her reputation and her spinal column. Oh well. Maybe this wouldn't become a thing.

"RAINBOW DASH! Thank you!" Twilight squeed in delight as she embraced her.

"Gurk!" Rainbow Dash replied eloquently as the air was forced from her lungs. It was a few days later. Celestia's offer to Twilight, who had—as expected—aced her final examinations, had been gleefully accepted. Twilight's stuff was being delivered to the her new home and place of employment: the Ponyville library. The rest of their friends were waiting just off to the side for them, Pinkie Pie bouncing in place as she finished setting up a 'Welcome to Ponyville and House Warming Party for Their Newest and Most Awesomest and Fantabulous Friends: Twilight Sparkle and Rainbow Dash!' party.

Shining Armor was there to see his little sister off. As happy and proud as he was for her, anypony watching could tell that he was struggling not to tear up and hug Twilight tight and never let her go.

The older unicorn smiled at the sight of Twilight jumping up and down for joy as she hugged Rainbow Dash around the neck, the latter's tongue lolling out as she gasped for breath. "I'm so proud of you Twiley. And you too Dashie." He beamed proudly at the two younger ponies. "I knew the two of you would hit it off…I'm just glad you both managed to make some friends and get out of your ruts." A small hitch worked its way into his voice and he coughed to clear it out before it grew into something bigger. "Twiley, make sure to write. And I know you'll be tempted to just hole yourself up in your new library-house, but just remember to put down the books and get outside now and again, okay? Remember to exercise and stay in shape…not simply live off of coffee and donuts like you did when you were studying and remember not to drink too much water before bed and…"

"Arrrmoooor!" Twilight stamped her hoof adorably, blushing even as she tried not to cry at the prospect of saying goodbye. "I'm not a little filly, I'll be okay!"

"I know…I know. Just take care of yourself." He mussed Twilight's mane. "And keep an eye on this one for me?" He nodded to Rainbow. "Who knows what sort of mischief she'll get into when I'm not around to save her rump?"

Rainbow Dash snorted incredulously, which prompted Twilight to giggle at her friend's put out expression. "I will." She promised, hugging her brother. "Love you B.B.B.F.F."

Shining Armor leaned down, their horns touching as he hugged her back. "Love you too. SO much." He said, tightly holding her. Finally, he forced himself to let her go and turned to Rainbow Dash. "You take care Dashie. When you make it big, remember not to forget about us little ponies, alright?" He winked. "Remember, me and the guards will be rooting for you. Always."

"Thanks Shiny…" Dash was touched as she walked over and hugged him. "L-like I told Celestia, this isn't goodbye! I'll be back all the time! So you better watch your back!"

He laughed. "I'll make sure to do that." A small but proud smile worked its way across his muzzle. "I better go before I ruin my Captain of the Royal Guard vibe in front of everypony…but I want to say it again: I am so proud of both of you. Keep in touch, be there for each other and…well, nopony could ever ask for a better sister. Or pair of sisters." He added, smiling warmly at Twilight and Rainbow. He gave Twilight one last hug and gave her a kiss on the forehead. Then he gave Rainbow Dash a hug as well…just as she practically melted into his fierce hug, her guard down, Shining Armor took the opportunity to plant the biggest, wettest, sloppiest kiss he could manage on her cheek, prompting a loud squeal from the startled pegasus.

Rainbow Dash entire face lit up in a blush that went from pink, to red, to dark red, to practically Twilight-colored purple as she was torn between saying 'eww!' and exploding in delight. Her friends laughed at the delightful expression on her face. Shining Armor laughed gently and winked before Rainbow could decide whether to kiss him back or pummel him and made a quick retreat with his magic.

Applejack, still chuckling, walked over and tossed a hoof across her back, steering Dash to the library. "C'mon sugarcube, let's get you inside where it's nice and cool 'fore you have yourself a heatstroke." She winked at her. "Brothers—ain't nothing they like doin' more than embarrassing their little sisters and her friends, am ah right?" AJ raised her voice to make sure Big Macintosh—who had helped Twilight move her stuff in—heard her.

The big red stallion chewed his wheat sprig, thought about it and then nodded. "Eeyup!" He nodded to Rainbow Dash, adding. "Don't you be letting Applejack get under your skin."

"What her? As if!" Rainbow's tone was dismissive.

Big Mac just shrugged languidly. "At any rate Miss Dash, welcome to Ponyville. If you ever need anythin' feel free to stop by the farm, ya hear?" She nodded numbly, a little surprised to find the normally taciturn pony saying so much to her at one time. It was almost like…she blushed at the possible implications. She was just imagining things, right? Stupid Shining Armor putting such thoughts in her head.

With one last nod, Big Macintosh started back to Sweet Apple Acres. Despite herself, Rainbow Dash found herself watching him walk back until he turned a corner and was lost from sight. She turned back to her friends…only to find herself face to face with Applejack, a wicked gleam in her bright green eyes. "What?"

"Ah saw the way you were looking at mah brother." She laughed lightly. "First Twi's brother now mine? Shoot, if ah'd known you were angling to become part of the family all you had to do was ask!"

"WHAT?!" Rainbow Dash felt a familiar hot flush as her face heated. "Oh come on that is totally not true!"

"Sure darlin' whatever you say." AJ agreed, her tone clearly not believing. "Ah'm sure there's a perfectly good reason why you were watching mah brother's backside."

"Quitit!" Rainbow shushed her, looking around to make sure nopony was listening.

"So it IS true!" The farmpony snickered. "Now ah GOT to tell the gals! Twilight can put it in her letter for her brother!" She darted for the library.

"What? C'mon AJ-!" Rainbow Dash pleaded before quickly zooming off, tackling her before she got inside. The two started rough-housing, but they were both laughing as they did.

It was left to Rarity, chiding them for their 'tomfoolery' who insisted on them coming inside and cleaning up before joining the party. Rainbow Dash and Applejack rolled their eyes but came inside. It was a really great party. There was music, balloons and streamers, games and treats. Rainbow Dash had been to a lot of parties in Canterlot, much fancier and much larger than this small, simple gathering of six ponies in a library in a hollowed out tree, but she couldn't think of a single one that was more enjoyable than this.

Everypony was delighted that she and Twilight were now permanent residents of Ponyville and eagerly talked about all the things they could do now: Rarity gushed that they could all go to the spa together as Fluttershy suggested that it might be nice to go on picnics to watch the birds and the animals (if that was okay with everypony else). Applejack challenged Rainbow Dash to numerous games and challenges, all of which she eagerly accepted. Twilight gleefully proposed forming a book club and Pinkie Pie talked of, of course, even more parties!

At one point, Rainbow Dash found herself idly sipping some punch and reclining on the couch. It was there that she noticed something: it was the book Celestia had planted in the library for her to find and had pulled out during their talk, The Elements of Harmony: A Reference Guide. Then all at once it felt like a glamour had fallen away as Rainbow Dash realized that in all the excitement, chaos, and tension that she had somehow completely forgotten something, or rather, somepony. Strike that, somezebra. Zecora. She hadn't seen the cryptic zebra since Nightmare Moon's defeat and the return of Princess Celestia.

If Celestia's plan had been for them to find the book, then that meant that she had NOT sent Zecora to help them…even though it was nice and cozy in the library, Rainbow Dash felt an icy chill run down her spine. If that was the case…then how did Zecora know about everything: Nightmare Moon, the Elements of Harmony? Rainbow's eyes widened. Not only did Zecora know things that she had no conceivable way of knowing, but she had managed to carefully guide them all along the way—without Princess Celestia ever even knowing she was involved.

Just who the hay was she?

Deep in the Everfree Forest, in a homey if oddly decorated (by pony standards) hut, the mysterious zebra known as Zecora carefully caressed the cover of a book. It was truly a remarkable work. It was the oldest text in the world…and it hadn't even been written yet.

She found herself idly flipping through it, ancient words and hoof-drawn sketches littered throughout. She stopped on one particular picture: one of Nightmare Moon being brought low by six mares engulfed in magical light, one of those mares having a rainbow mane.

Zecora sighed. The book before her was truly unique, a priceless relic of her kind. It spoke of the past, the present, and the future…all written down in black ink. She knew what was coming in the days ahead, the challenges and trials that the Elements of Harmony would face and their ultimate fates. She knew how they would all die. How she herself would die. A most heavy burden, but one she bore because she knew it was necessary. She had a role to play and she would see it through.

The elders and sages who had safeguarded it saw it only as a way to better the lot of the zebras; a tool to better gain knowledge and insight. Zecora however, wasn't content with merely seeking to understand the world—she wanted to change it: to help it along, improve the lives of all—zebras and ponies and beyond. She had stolen the book and fled. She had journeyed all over the world until she came here. To Equestria, to the one place where nopony or zebra would ever trouble her, the Everfree Forest.

Until Zecora, the book had only been read by the sages and shamans—and even they didn't know where the book had come from. Legends spoke of a mysterious pony who had given it to the zebras in the distant past. Even for myths and legends, the pony seemed too implausible. The pony who came and went in a blue box…

**THE END**

_A/N: And here we are-we've finally made it to the end! Geeze, what a ride! This was a lot of work but a tremendous lot of fun too. Thank you everyone for reading and responding, for giving your input and-I hope-for enjoying the story._

_Big thanks to Aldea Donder and Fairy Slayer, and to RainbowDoubleDash for all the inspiration and suggestions and taking the time to answer some questions I had for them. Big inspiration from this story came from them and from other authors whose stunning portrayals of characters really inspired how I wrote for them...these authors include CLAVDIVS CAESAR, SoundofRainfall, the shared stories and alliance of Comma-Kazie, Chengar Qordath and Kavonde, as well as so many others._

_And of course, huge props to Lauren Faust for creating this show which obviously is (c) to her and Hasbro, not to me, no copyright infringement is intended nor is any profit being made from this story._

_Thanks again all. Until next time!_


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